The Magnificent Spider-Man 3
by Cucumba
Summary: One year after the events of "The Magnificent Spider-Man 2", Ken King; The Magnificent Spider-Man, sets off on an adventure against a being even stronger than Venom. But he isn't alone in the fight, for a Spider-Man of the year 3016 tries to save him from a historical event: Ken King's death. Let the real "Carnage" begin. (Based on Comic series, games, and is my own universe.)
1. Loss of a Hero

**_Our dead are never dead to us, until we have forgotten them. - George Eliot_**

**_Who am I, you may ask? If I told you, would you believe it? I'll tell you, my name is Ken King, but most people call me The Magnificent Spider-Man under the mask. I got these powers by getting bitten by a radioactive spider in fieldtrip at Oscorp, with my friends Micheal Haynor, Elise Jordan; my now girlfriend, and Felicia Hardy. It was never intentional, but I was gifted with the powers of what a spider can, and did what I could to protect the people of Neon City; my home._**

**_I've been through a lot of things since I became Spider-Man, starting with my father's death, Lucas Wilson; the murderer of my father, getting powers, and just recently, something known as the Symbiote. It was an alien life form that acted like a suit and gave me extraordinary powers, but gave me horrible changes. I got rid of it, but my old friend, Nickolas Harvey, was taken over by the symbiote and became my equal; Venom. But that didn't last long because I burned down the symbiote, and it was never heard about again._**

**_But that was a year ago, and now I'm sure there's a bigger threat than Venom ever will be..._**

_**Neon City - Oscorp - Time: 11:21 AM**__**  
**__**May 30, 2016**_

"N-NO! STOP!" A masked man yelled, revealing to be The Magnificent Spider-Man, for he wore a blue spandex suit with red forearms, boots, gloves, utility belt, midsection, scarf and mask, for it had white eye lenses with a black outline, and all around the red had silver web patterns, a black spider symbol on the chest and a red spider symbol on his back with the front legs going up to the scarf, while the bottom ones went toward the belt, was being covered by red tendrils by what appeared to be a red and tall alien with a glowing orange light on it's chest along with jagged teeth and orange eyes as it began to drain his life force while tearing up his costume.

**"What's wrong Ken King, is this all you got? I know you're better then this!" **The red alien said as Spider-Man then escaped from the grasp and landed on the ground weakly.

"Uh... Burton? How about you hurry up!? At this rate I'll be a Spider Shish-kabob by the end of the day! I guess you were right after all!" Spider-Man said weakly as he got up and saw another shadow behind him.

"Believe me, that's the last thing I want!" An Australian voice said in his mind, revealing to be another Spider-Man in a different timeline; for he wore a black spandex suit along with black gloves, mask and collar and had a red belt, boots and same colored web patterns on his mask, gloves and a bold triangular markings going from the middle of his torso all the way up to his shoulder, to which the insides containing the web patterns and a red spider symbol on his chest and back, while he swung through a futuristic hallway.

"Then hurry it up then! I don't want to-" Spider-Man until he suddenly screamed loudly in pain, making the black Spider-Man's eyes widened.

"K-Ken?! Are you ok?! Ken?! KEN?!" He yelled as he tried to speed up his swinging.

**_Later_**

The Black Spider-Man held Spider-Man in his arms while he looked at him, seeing he was not moving and showing he was dead in his arms, to which he walked away from what appeared to be a portal covered in tendrils of black and red, filled with regret for not getting to him in time.


	2. Being of the Future, and Graduation

_**I never think of the future - it comes soon enough. - Albert Einstein**_  
_**  
**__**Earlier Today**_

_**Future Neon City - Downtown - Time: 10:42 AM**__**  
**__**May 30 , 3016**_

In the distance, showed the large structure of Neon City, for it was improved since 2016, and now had flying cars, billboards, and larger and more futuristic buildings while on top of the Neon City State Building, had the black Spider-Man sitting on the top of it in thought and examination while he had his mask off, revealing his face, for he was a twenty year old man with blue spiked hair and eyes along with a small scar over his lip.

**My life... was never much different than the first Spider-Man in Neon City. I got my powers like everybody else, either from the genes crossing over or getting bitten by a spider, but my story is for another time. This is about me, and myself. Let me explain who I am. My name is Jordan Burton; the new Magnificent Spider-Man of 3016. When I gained my powers from my home; Huston Texas, I learned of the first Spider-Man in Neon City; Ken King. I began to follow in his footsteps of protecting the city he saved countless times. While the time now, 3016 might not be much compared to 2016, but this city is mine. And mine to protect.**

Jordan then put on his mask, becoming Spider-Man 3016, and dropped down from the top and shot organic webbing out of his wrists, and began to swing from building to building quickly until he saw a thug trying to break through a door on top of one of the rooftops . When he did, he shot a web ball into the thugs face, stopping him.

"And what do you think you're doing knuckle head?" Spider-Man 3016 asked in an Australasian accent as he dropped down and punched him in the face, knocking down the thug and was webbed down, stopping him. "That'll take care of you." Suddenly in the distance, an explosion occurred, blowing up anything near. "Huh? What's going on?" He swung to the source of the explosion and landed on a ledge to observe anything. He stopped when he saw a man wearing a black cloak, as he walked through the firing of pistols going at him, while red tendrils came out of his back and started to grab people, to which made him and them glow red, making them drain their life force until they turned into husks.

"Attention all units, send in back up imme-" A police officer said on the walkie talkie until he was grabbed by another tendril and drained into a husk while the being went inside a building; Oscorp.

"The bloody hell is going on here?" Spider-Man 3016 asked as he zipped over to the entrance and saw the man opening the elevator door with his tendrils and closed it behind him as he went in. "Just what is that thing? It looks a like that villain named Venom from 2015!" He yanked off a air duct with a thread of webbing and entered inside it, and started crawling inside it while he saw through the openings of the vent, watching the man climbing up the elevator until he opened another door and went through. "He's going on the sixty-sixth floor; But what for?" He climbed into one of the vents connected to the one he's in and went through through it as he tried to follow him quickly.

He ran as fast as he could until he came across a portal inside a large room filled with machinery while the man with red tendrils began to enter it.

"STOP!" Spider-Man 3016 yelled as he tried to catch up to him, but the man already entered it as while himself was about to enter it, but only his hand entered it, letting him see visions of the past. "W-what is this?" He then noticed Ken King; The Magnificent Spider-Man, in one of them, with him getting beaten by what appeared to be a red beast along with a shadowed one, and landed on the ground, dead. "N-NO!"

There was then an explosion coming from the portal as he was then blasted away out of Oscorp while he saw the city change dramatically; For it began to turn into ruins and most of the ground and buildings being covered in black and red tendrils, along with the portal, with some of the civilians turning from people into black, white and red beasts, similar to symbiotes. Once he landed, he looked around in shock.

"My god... it's changed... all of it... the whole city, the people... ALL of it changed!" Spider-Man 3016 said quietly as he looked Oscorp, now covered in tendrils made of symbiote. "No... it didn't start here... it started back in Ken King's timeline. But... he won't stop the future being like this, because he'll be dead..."

_**1000 years ago**_

_**Neon City - Downtown - Time: 10:44 AM**__  
__**May 23, 2016**_

In the Neon City Bank, four men barged through the door while they held four bags of money and gold as they ran to their truck.

"Go! Put it in the back, we'll organize it when we're safe!" The leader said as they got in the truck and began to drive off while the police began to chase him down. But unknown to them, the hero of present Neon City; The Magnificent Spider-Man was perching on the edge of a building and watched them as his lenses shined a bit.

"Well, so much for getting quick deposit before heading to the graduation ceremony. Guess I'll just have to fight my way to it." He said as he began to swing from building to building until they hit a highway on a bridge, zipped to the truck, crawling onto the side of it, and knocked on the window, surprising them. "Yo! How about stop this crazy train?"

"It's the spider! Shoot him!" One of the thieves yelled as they took out machine guns and began to shoot at him, to which he got out of the way and stuck to the top of the truck while he began to cover the windshield with webbing, blinding them. They began to skid left and right, until it came to an immediate stop, making it fall and flip in the in the air, to which he quickly made a large web in between the buildings stopping it and nearly hitting an old man with white hair and dark glasses, as he at first prepared for the impact, but looked to see it didn't hit him while Spider-Man swung away in thrill, as the man looked at him while smiling.

"Now THAT was AMAZING!" He said smiling, while at the same time, police cars stopped in front of the truck as John Jordan, a man with blonde hair, beard and brown eyes, came out and observed the truck for a bit, then looked at Spider-Man and smiled.

"Ken... you'll never change, will you?" He asked while he kept his smile.

**_Neon City - High School - Time: 10:51 AM_**

Spider-Man landed onto the top of the building and he took off his mask, revealing Ken King's face, for he's a nineteen year old Senior with brownish red hair, blue eyes and black glasses, as he put on his graduation clothing and walked inside and began to run to the gym.

"Man, I hope I'm not too late for the graduation!" Ken said in a hurry as he quickly ran inside, seeing he wasn't too late, which he sighed in relief until he was hugged from behind, seeing it was his loving girlfriend; Elise Jordan, daughter of John Jordan, for she was a girl who was around his age and had blonde hair and blue eyes, while she giggled a bit.

"I'm glad you made it!" She said as Ken smiled while they looked at each other.

"Hey, it's my last time here, of course I , after today..." He said as he held her hands, making her hold back. "...we can be together, with no restrictions."

"I can't wait to live with you." Elise said as they kissed quickly, but was interrupted by a whistle from a guy that was eighteen, with black hair and brown eyes. They both looked to see it was from Micheal Hayor.

"Hey, get a room you two!" He said as Ken smirked.

"Who asked you?!" Ken asked as Micheal laughed a bit, walked to him, and shook hands.

"Nobody! Anyway, glad you made it! Almost thought you wouldn't; ever since what happened last year, you've been busy!" Micheal said as Ken shrugged.

"Hey, being a hero ain't easy." Ken said as he looked at his clothing a bit while they all sat down, with Ken sitting next to his friend; Felicia Hardy, a girl who has now white hair, but hid it with blonde hair extensions and purple eyes, and his mom; April, who had brown hair and blue eyes, with April hugging him.

"I'm glad you made it hon, it would have been a shame if you had to miss it." April said as Ken nodded.

"There would be no way I'd miss my graduation. It's a once in a life time thing." He said as they saw their principle and teachers going up on stands.

"Speaking of that, it's starting!" Felicia said as they stayed quiet, while they all talked about their experiences of teaching them, how glad they taught them, and with advice they took to account, with some they laughed a bit at.

"...And thus after today, the world can be yours." The principle said as Ken nodded while everybody clapped for all of their kind words. "Can I have all students up on the stands to get their diplomas?" All of the students got up and lined up on the stands. "First up is... Alexander Heffley!" A tall teen with a football jacket, torn jeans, has white highlights in his black hair, came up and shook his hand and took his diploma. "...Elise Jordan!" Everybody began to applaud for her as she shook his hand and took her diploma.

"Thank you everybody! This means a whole lot to me!" She said happily as she saw pictures being taken of her by April and John Jordan, to which made her blush a bit.

"...Ken King!" The principal said as Ken walked up, shook his hand and took his diploma while people clapped for him.

"A'right! WOO!" Ken yelled happily as he held Elise and immediately kissed her, to which made her kiss back, as people cheered more while Felicia watched, a bit sad not being with him, but mostly happy because somebody like him with a nice, kind, and sweet heart was happy.

"Felicia Hardy!" The principal said as she shook his hand and took her diploma. "Micheal Hayor!" He went up and took his diploma after shaking his hand, and after that, they all watched as all the other students got their diplomas. "Here's to the class of 2016!" Everybody began to cheer as they threw their hats in the air, with Ken wanting to catch his by shooting a web, but resisted. Once it was over, John and April came up.

"Oh Ken, I'm so proud of you!" April said as she hugged him, to which John hugged Elise.

"I'm proud of you darling." John said as they stopped hugging. "Are you sure you want to live with him?" Elise nodded while she smiled.

"There's no place I'd want to be in." She said as she held Ken's arm, to which made John smile.

"I can't stop you from doing and being with who you want." He said as he looked at Ken. "Ken, I trust you enough to take care of my daughter. With how much love I've seen between you two after all that happened, you're meant for each other. Just be sure to take good care of her." Ken nodded.

"Don't worry, I'll be sure to not hurt her, not after... last time..." Ken said as he looked down and thought about the events last year, about the symbiote suit he once wore changed him horrifically.

"You still don't have to blame yourself for that, that costume persuaded you to do those crimes. I'm not mad at you." John said as Ken nodded.

"Right.. don't worry. I'll take good care of her. Promise" He said as he smiled, with Elise and April doing the same.

"You are still... so much like your father." April said as Ken looked and nodded.

"Yeah... I got my gentleman ways from him without a doubt, he was a great role model." He said as he looked at Elise. "Are your things at the apartment?"

"Yeah, it is. Can we swing over there?" Elise asked as Ken nodded, knowing what she meant by 'swing'.

"Yeah, no problem." He said as he looked at everybody. "We gotta go, we'll meet you at dinner?"

"Yeah dude, no problem! Just do what you need to do!" Micheal said as the couple walked away, with Ken bringing her to the top of the building while he put on his Spider-Man suit.

"Ready?" Spider-Man asked as Elise nodded, with him holding her around the waist as they swung off, making her yelling in thrill.

"This never gets old!" Elsie yelled in thrill as she held Spider-Man close by holding him around the neck. "Remember when we first did this, nearly two years ago?"

"Yeah, I do. It's really a blast from the past!" Spider-Man said as they continued to swing together.


	3. Path to the Future

**_Do the right thing. It will gratify some people and astonish the rest. - Mark Twain _**

**_Future Neon City - Oscorp - Time: 10:45 AM_**  
**_May 30, 3016_**

Spider-Man 3016 watched the portal outside of the now symbiote covered Oscorp.

"My god... whatever that creep did, and whoever he is, he won't get away with it." He said while he looked down. "But I can't do this by myself though..." An idea popped into his head as he looked at the door and ran inside. "Ken King has, or use to, a piece of his DNA. Maybe if I get a hold of it, I can try to contact him through a chrono connection, the connection of talking to somebody through time." He ran inside until he heard screeching from symbiotes behind him, seeing them as red, and black ones came through and leaped at him, to which he reacted by backhanding them, sending and smashing them through the ruined windows. He pulled the elevator doors open and began to climb up them, to which the symbiotes followed him until they got hit with a falling elevator after Spider-Man 3016 got out and saw a large computer and began to type on it. "This should be it..."

**_Neon City - Downtown- Time: 8:42 PM  
May 23, 2016_**

Inside a restaurant, had the King, Jordan, and Hardy Family along with Micheal, talking and laughing in celebration of everybody's graduation.

"To our future!" Micheal yelled as he raised a glass, to which Felicia, Elise and Ken raised theirs.

"To our future!" They yelled as the new graduates tapped their glasses together and laughed a bit while their parents watched happily.

"So, did you get all moved in Elise?" April asked as she nodded.

"Yeah, I am." She said as she held Ken by the arm. "I'm glad I did, I get to live with you, and see you more."

"Me too." Ken said as John smiled.

"I'm glad your happy honey, it makes me happy." He said as Elise smiled.

"So, what do you plan to do now aside from... you know?" Micheal asked as Ken shrugged.

"Not sure. I guess I just keep doing what I do, Daily Bugle work and such, you know." He said as Felicia smiled at him.

"You know... it's a bit weird." She said as they looked at her. "If it wasn't for Lucas, maybe you wouldn't be the guy you are now. I-I mean... If he never stole from that guy you once worked with, maybe you wouldn't be saving lives."

"Maybe..." Ken said as Elise and April looked at him. "You... actually have a point Fee-Fee. If what happened didn't... I would still be abusing my powers to get money for wrestling, and wouldn't be what I am now."

"It made you become a responsible man, the man I love." Elise said as she kissed his cheek a bit, to which he smiled, while John stared at them for a bit in thought until he got up.

"Ken? Can I ask you something in private?" John asked as Ken looked at him, then Elise as she nodded.

"I'll be back in a bit." He said as he and John walked out into the front of the restaurant, seeing the dark streets until they looked at each other. "So, what is it?" John then took out something out of his pocket, revealing to be a engagement ring that possessed a beautiful feature; a Cobalt Blue sapphire. "W-wha-"

"Elise's mom gave this to me before she died. She said in case Elise found the one she truly loves, give this to her boyfriend." John said as he smiled. "Ken, you are the one she truly loves, and you have my blessing for it."

"A-Are you sure? W-When should I... pop the question? This is just so sudden right now." Ken asked as he rubbed his head, with John shrugging.

"Whenever you feel comfortable to do it. When that time comes, you'll know." He said as they both stared at the ring, until Ken put it up in his pocket for safe keeping.

"Thanks John, I mean it." Ken said as he and John went back inside and sat back down.

"Glad you're back." Elise said as she and Ken smiled and hugged each other.

"Hey.. Elise?" Ken asked as she looked at him in question.

"What is it?" She asked as he breathed heavily a bit, but stopped as he was about to bring the ring out of his pocket.

"Well-" Ken said until he was interrupted.

**"Ken? Ken King? Are you there?" **A voice asked in Kens head.

"Huh?" Ken asked as he looked around, wondering who said that. "Did you guys hear anything?"

"Uh... no?" Micheal said in question.

**"Ken King, are you there?" **The voice asked again.

"I-I think there's a voice in my head... Like the symbiote." Ken said as they looked at him in question and worry. "Yeah? I'm here, who is this?"

**"My name is Jordan Burton; The Magnificent Spider-Man of 3016."**Spider-Man 3016 said as Ken laughed a bit.

_"_Really now? A Spider-Man in the future huh? Alright, I'll believe that... But you think you can get my family and friends to hear this? I don't want them to think I'm crazy."Ken asked to him.

**"I'll try... I guess they deserve to know what's going on, this involves all of us." **Spider-Man 3016 said as Ken nodded.

"Is there something wrong Ken?" Felicia asked as Ken shrugged.

"I dunno, I guess we're about to find out." Ken said quietly while he got up.

**"Hello? Can anybody hear me?" **Spider-Man 3016 said as the group heard him and looked around.

"W-who is this?" Felicia asked.

**"My name is Jordan Burton; a Spider-Man from one thousand years in the future in your timeline. I used something known as a chrono connection with all of your DNA to talk to all of you." **Spider-Man 3016 said while Ken thought of something.

"Let's talk about this in private guys." Ken said as they all nodded, paid for their food, and walked to the park near them. "So, are there also other me's here as well?"

**"They exist, but no. It's just you and me old timer... I'm just glad I was able to get to you before the time happens..." **Spider-Man 3016 said as Ken and the others were put into question.

"Time? Until what?" Ken asked while Spider-Man 3016 sighed.

**"...Until you're killed." **Spider-Man 3016 said, to which shocked everybody from hearing this.

"Killed?" Elise, Micheal, Felicia, John and April asked in shock.

"U-Until I'm what now? Because I'm pretty sure you said killed! You sure you didn't day that by accident?" Ken asked nervously while he tried to laugh that fact away

**"Listen to me, ok? Some man wearing a black cloak had what looked like red tendrils, arms or whatever, from my time enter a portal and put him around your time. I'm not sure on what he did to cause my future, but I know it was the cause of your death that lead to it, transforming your world after your death, and mine." **Spider-Man 3016 said as Ken shook his head.

"Great, first Lucas, Kingpin, Nicky and now some sort of octopus guy of some sort guy. What is this turning into, a life based off a comic book?" Ken asked as sighed. "Ok, what does this guy look like, when will it be, and was he alone?"

**"All I saw was a red alien like beast with a dark shadow backing him up, it was because of them is how you got killed. I saw all of it, right then and there, you were killed. All I'll ask is that you get out of Neon City before May the 30th." **Spider-Man 3016 said as Ken shook his head.

"So two crazed killers can wonder around the city and destroy it without me to stop them? No way!" Ken said, which made Elise get worried.

"Ken! You can't do this! W-what if-" She asked but was stopped.

**"She's right. You'll get killed if you fight them." **Spider-Man 3016 said as Ken shook his head.

"Hey, I'll do, what I think, and what is right; and that means stopping these guys. I've made up my mind." He said as he smirked.

**"Ken! Don't!" **Spider-Man 3016 said until he was cut off from the chrono connection by force.

"Ken..." April said as Ken looked at her and Elise while he smirked.

"Don't worry. None of it will happen, I promise." He said as they looked at him in worry.


	4. Pure Carnage

_**Running away will never make you free. - Kenny Loggins **__**One week later**_

_**Neon City - High Security Prison - Time: 9:50 AM  
May 30, 2016  
**_  
Inside the prison, had prisoners in their cells, known to be the most dangerous. But one cell in particular was a room filled with white and had nothing but a bed, mirror, and toilet, with the owner of it being Nickolas Harvey; who was once Venom a year ago after obtaining the symbiote, for he had black hair and green eyes, along with having emotionless feelings in his heart and eyes, for he lost everything he loved because of Ken while he was wearing the Black Suit.

"I'll get him... I want to get him... even if it's the last thing I do!" Nick said darkly as he hit the wall and looked at a camera on the wall, seeing it was tracking his every move. "..Piss off." He looked away while he gripped his fists and looked at the mirror in anger and rage.

_**Meanwhile**_

In the outside of the prison, guards were in the entrance talking and guarding, until one of them saw a man with a black cloak walking to the prison. They prepared themselves as he made it to them.

"Excuse me sir, but there are no special visits here at the moment, you're going to have to le-" A guard said until he was grabbed by a red tendril from his back and began to drain the man's life force, draining him into a husk as it made the guards begin to shoot a him, hitting him for it had no impact on him, making them slowly stop in shock.

"...Is this all you got? Even the ones in the past were nothing but weaklings." The cloaked man said as he took off the cloak quickly, revealing to be a male with red hair and brown eyes, while a red ooze formed around his body, creating a suit that was red with a glowing orange light on it's chest, along with jagged teeth and orange eyes, similar to Venom's. Once it formed, he created a ax made of the ooze and slashed through the guards, killing them as he barged through the door.

Gun and bullets began to be shot at the man, but they didn't harm him once for he used a tendril to yank them off and smash them to the ground while prisoners tried to escape, but they were easily killed by being grabbed by tendrils and drained into husks. He walked down the hallway and stopped to a door and smashed it open, seeing Nickolas Harvey in it while he looked up at him.

"W-who are you?" Nick asked as he got up.

**"Well... I'm just like you were a year ago. Embracing the power of the symbiote to get what you truly desire." **The being said as the ooze formed red clothing around him. "My name is Cletus Kasady; also know as Carnage. I've been looking for you for some time now."

"Some... time now?" Nick asked as he stood back. "What do you mean?"

"..I know on how much you hate Ken King, with how much he's taken from you, your life, and more importantly... the symbiote. What if I told you, you still have the change to regain it? You still have the cells of the symbiote in your cells compared to the webslinger, because your bond with it was so great, it wouldn't bother to leave your system." Cletus said as he formed the Carnage suit once again and formed the black symbiote in his hands.**"How much do you really want this... to become Venom once again, and to kill Spider-Man?"** Nick stared at it for a bit until he looked at Carnage with a cold and evil smile on his face.

"...Very." Nick said as Carnage smiled hysterically.

**"That's what I want to hear."** He said as he shot the black symbiote as Nick, consuming him as it formed him into a large black being with large muscles, two large symbols on the front and back with eight legs, four on each side in between the head and large abdomen, which met at the ribs, the abdomen going down to the stomach along with a large mouth with jagged eyes and teeth, making Nick; now Venom once again, roar loudly. **"How does it feel now, Nickolas?"**

"Better and stronger... now I'm Back in Black!"

Venom roared in power with a warped voice until he looked at Carnage while smiling darkly. **"So how do we plan to dispose of the spider?"**

**"This is my plan... We kidnap the ones he loves again, and he'll just come running... But that woman; Black Cat, will just come running to help him. So here where what we have comes in..." **Carnage said while he smiled evilly. **"We spread the symbiote onto the innocent, and it'll start an symbiotic epidemic. It'll be enough to dispose of Black Cat and we'll have the Spider to ourselves. And then Neon City... WILL BE OURS!" **As he said this, Venom stood back a bit.  
**  
"Help you just so you can get him out of the way to take over the city?" **Venom asked as Carnage nodded, to which made him shake his head. **"Trust me, I want to kill the spider for all he did, but to take over the city? Sorry, but I'll pass; It's not on my agenda." **Hearing this made Carnage shake his head a bit.

**"I knew you were going to say that... but what you say no longer matters." **Carnage said as he made his eyes flash orange quickly making Venom hold his head in pain, to which stopped as his eyes too flashed orange and looked at Carnage. **"Come with me now, 'Venom'. Our time to destroy the Spider and control the city has now come." **He walked away from the cell while the controlled Venom followed him.  
_  
**Neon City - Downtown - Time: 10:42 AM  
**_  
Spider-Man swung from building to building awhile he looked around, wondering where the two beings Spider-Man 3016 talked about.

"Well, I surely don't see anything Burton. Are you sure you weren't just hallucinating from being near that portal or whatever?" Spider-Man asked.

**"Trust me! I know what I saw, but I wish you would just leave already, but no, you just have to prove you're brave by doing something stupid." **Spider-Man 3016 said as Spider-Man became a bit angry.

"BRAVERY? Dude, I'd LOVE to just skip out on a fight and hide under my bed, but I can't because what I do here matters, and I'll stop whatever threat there is here no matter what. Even if it means I die, and I have to live with it!" Spider-Man said until he was attacked by what appeared to be a skinnier version of Venom, but not having the symbol, for it tried to bite him, but was kicked away from him. "What the heck? What is that thing? It looks a lot like Venom!"

**"Looks a lot like-" **Spider-Man 3016 asked until he sighed. **"That symbiote invasion, it's starting."**

"Wait, these symbiotes created your future now? I thought I destroyed it a year ago!" Spider-Man said as he stared at the symbiote

**"Yeah, that's right. And I'm not sure on how they still exist, but I DO know there's more." **Spider-Man 3016 said.

"Oh man! And just when I thought it was ov-" Spider-Man said until he was interrupted by an explosion near Oscorp. "What was that?" He swung to to the site and looked around, seeing nobody. "Just what in the world was that all about?" His skull then tingled as he looked around to see a car being thrown at him, to which he dodged quickly but was hit with a black tendril , sending him flying into a wall and looked to see it was from Venom. "N-Nick? But that's impossible! I destroyed the symbiote!"

**"Let's just say times have changed King!" **Venom said darkly as he picked up Spider-Man and was thrown inside a cafe, destroying the window while Carnage jumped next to him, holding the hostages, Elise, April, Micheal, and Alexander in a rope as they struggled.

"HELP US!" Micheal yelled as Carnage looked at Venom.

**"Let's go Harvey, time's wasting!" **He said as they two symbiotes took out tendrils out of their bodies as it went to innocent people sucking them into them until they pushed them out with symbiote on them, making them bond, as the two went inside Oscorp, while Spider-Man tried to get up and looked at the entrance after hearing Micheal's voice, until he also saw some of the citizens as they too turned into symbiotes, ranging from black, white and red.

"Oh come on guys, there's only one of me!" Spider-Man said as they shrieked loudly, until one of them was kicked by what appeared to be Felicia Hardy, now the Black Cat, for she wore a black leather skintight costume that revealed her stomach and a bit of her chest, along with her now white hair and wearing an eye mask. "Felicia, glad you made it!" The duo began to punch, kick, and yank one to the other quickly and powerful as they could, until more of the came in. "Oh come on, I don't have time for this!" Black Cat got in front of him.

"Go; I'll take care of them! Don't worry about me, just go!" She said as Spider-Man looked at her in worry until he nodded and ran inside while she swung her hook at the symbiotes, hoping to stall time for him as he tried to catch up with Carnage and Venom.


	5. Changing History?

_**It is a man's own mind, not his enemy or foe, that lures him to evil ways. - Buddha **_

_**Future Neon City - Oscorp - Time: 10:46 AM**__**  
**__**May 30, 3016**_

Spider-Man 3016 stared at the computer his was in front of until he turned around to see more symbiotes behind him.

"Oh bloody hell. Just bugger off already!" He said as a symbiote leaped onto him, with some of them trying to get onto him as well, to which he kicked them off as and yanked them to him to punch them harshly in the face and threw a barrel at them, stunning them as he closed the elevator door behind him, stopping them for a bit and started climbing up. "Ken, what's going on over there?"

**"I think I know who those two guys are. That red alien you talked about is some guy named Cletus Kasady; calls himself Carnage, and... believe it or not, It's my old friend Nickolas Harvey; Venom." **Spider-Man said as he ran, to which shocked Spider-Man 3016.

"Venom? How in the name of god did he get a symbiote?" He asked in question.

**"He probably got it from Cletus. All I know is that they're heading into Oscorp and I'm following them!" **Spider-Man said as Spider-Man 3016 shook his head.

"King, that's a bad idea. You already know what'll happen, it's dangerous to do that! If you die, then-" He tried to say, but was interrupted.

**"Yeah, yeah, I 'die'. Look, don't worry about me. I know EXACTLY what I'm doing. And what possibly happens in the future doesn't scare me, not by a long shot, and I'll do what I have to." **Spider-Man said while he ran, to which Spider-Man 3016 sighed.

"Alright... fine, you win. If trying to convince you won't stop you, then I'll just have to follow you then. Here's what I'll do; I'll get onto my own Sixty Sixth floor and meet with you there. At this point in time, Oscorp seemed to make a prototype of a portal to go back in time, for what reasons, not even I know, so I'll meet you then and help you." He said as Spider-Man nodded.

**"And I'll be sure to not 'die' until then." **Spider-Man said as he began to swing onto the ceilings.

"Right..." Spider-Man 3016 said as he began to climb up onto the elevator while a symbiote that had symbiotic wings suddenly barged through a nearby elevator door and smashed him through a wall, bashing him into a office while it screeched at him and swung tendrils at him, to which he dodged quickly and shot a web ball at it's face, stunning it as he swung into the symbiote, kicking it as it broke a wing and began to fall down.

Spider-Man 3016 looked at it for a bit until he started to climb up higher and higher, only with seeing the rest of the passage being blocked, but also stopped on floor sixty; six floors below Sixty Six.

"Close enough." He said to himself as he opened the elevator door and went inside and began to run through a hallway, while symbiotes tried to attack him, but was stopped by him punching them in the face and also shooting web balls at them, for it sent them back, but they quickly got up to attack and chase him again. "King, I'm almost on the sixty sixth, how are things on your end?"

**"I'm doing alright so far! Encountered a few symbiotes here and there, but nothing to bad." **Spider-Man said happily as he kept running.

"Are you near the sixty sixth floor though?" Spider-Man 3016 asked, to which he got no response. "King?"

**"Shush, I'm near Nicky and Cletus. I'll be in touch." **Spider-Man said, to which made Spider-Man 3016 shocked.

"Ken, wait!" He yelled, but expected no response. "Oh bloody hell! I need to hurry, and fast!" He climbed up a set of stairs and ran through the next hallway.

_**Neon City - Oscorp/66th Floor - Time: 11:01 AM**__  
__**May 30, 2014**_

Spider-Man crawled onto the wall as stealthily as possible while he watched Carnage and Venom walking down to the hallway as they carried the others, leading them to the portal room until Venom held his head in pain, making them stop.

**"Can't... let myself... be controlled!" **Venom said weakly until Carnage looked at him as his eyes flashed orange, which Venom's eyes flash in the same color as well for it made him stop being in pain.

**"Quiet Nickolas, we still have much to do." **Carnage said as both of them walked into the portal room Spider-Man friends watched what he just witnessed in observation.

"That's weird... it seems like Venom is fighting against the symbiote and himself. He never really did that when I first met him as Venom." He said as he jumped off the wall and began to walk to the door.

**"Really? I'll keep not to that..." **Spider-Man 3016 said quietly.

Spider-Man ignored him as he entered the portal room, only to see a prototype of the portal and his friends and family being strapped onto a wall. He was about to enter but stopped as he heard footsteps behind him, making him react by aiming his web shooters at him, only to see it's John Jordan.

"John? How did you..." Spider-Man asked as he lowered his arms.

"I tracked them here... I have a reason to be in this just as much as you do. Those men have my daughter; your lover." John said as he prepared his gun, to which Spider-Man nodded.

"Alright, just stay behind, alright? Don't want you getting killed on Elise, wouldn't want her sad." He said as John nodded and stayed behind while Spider-Man walked to Venom, and to his surprise, no Carnage, which caught his, Elise, Micheal, Alexander, and April's, attention. "Back away from them Nicky; You're being Cletus's puppet! Fight him, not me! He's more worth your time of fighting than me!"

**"I know who to fight and kill... YOU!" **Venom yelled in anger.

"You don't know what you're doing Nick, even for you having the symbiote and being Venom!" Spider-Man said as he prepared himself.

**"I know what I'm doing... stop pretending you're WORRIED FOR ME!" **Venom said in pure rage while Spider-Man stood his ground.

"I AM worried about you! If you don't stop letting him control you-" Spider-Man said until he saw Venom's eyes flashed orange.

**"SHUT UP!" **He yelled as he swung a tendril at Spider-Man to which he dodged quickly and began to shoot web balls at him, but were slashed away as Venom attacked him, sending him back while he recovered.

"NO!" Elise yelled in worry while Spider-Man quickly recovered by shooting a web at the ground and zipped him back onto it, making Venom run toward him.

**"King, what's going on over there?" **Spider-Man 3016 asked.

"Oh you know, fighting Venom! Not sure on where Cletus is, but I'll be dealing with him later!" Spider-Man said as he dodged more of Venom's tendrils until he found an opportunity of attack and punched him in the face, stunning Venom a bit.

**"That's the last thing you want to do! If you-" **Spider-Man 3016 said until he was interrupted.

"Trust me! I know what I'm doing!" Spider-Man said until Venom suddenly swung a tendril hit him knocking him down to the ground, giving Venom enough time to form an even larger tendril in his hand and was about to slam it him with it, but he quickly rolled out of the way while another tendril hit Spider-Man harshly, stopping him as Venom was about to get on top of him and slam him again, but was quickly webbed and punched in the face as it stunned him. With Venom stunned, Spidey began covering Venom in webbing to create a cocoon and threw him over a sealed door, creating a hole.

"Is... he ok?" April asked as Alexander looked over him, and smiled a bit.

"Yeah, the wall crawler seems to be ok." He said as Spider-Man looked over the hole he created while John walked to him.

"I'll deal with Venom and find that guy Carnage around somewhere, you just deal with getting Elise and the others out of here." Spider-Man said as John nodded.

"Consider it done." He said as he tried to cut through the black and red webbing while Spider-Man walked through the hole and looked around, seeing just an empty storage room.

"Er...Hello? Nicky, Cletus? You two in here? Did ya give up or something?" He yelled while walking, until he shrugged. "Well, how about that! Hey Burton! Looks like you were WRONG! W-R-O-N-G: WRONG! Hope you're not mad about it."

**"What, you think that if you die, I'll be happy to be right about your death?" **Spider-Man 3016 asked as Spider-Man shrugged.

"Happy or not, all I know is Nick seems to be down for the count... I don't seem to see him." He said as he looked around more, while behind him, red tendrils began to go down under him, forming into a pool of red symbiote until it formed into Carnage. "Well... time to find Cletus, and end this thing once and for all Just gotta find him..."

**"RIGHT HERE!" **Carnage yelled as he shot his tendrils at Spider-Man, covering him with it as he glowed orange.

"N-NO! STOP!" He yelled Carnage began to drain his life force while it began to rip up his costume.

**"What's wrong Ken King, is this all you got? I know you're better then this!" **Carnage asked as Spider-Man then escaped from the grasp and landed on the ground weakly.

"Uh... Burton? How about you hurry up!? At this rate I'll be a Spider Shish-kabob by the end of the day! I guess you were right after all!" Spider-Man said weakly as he got up and saw another shadow behind him, revealing to be Venom.

**"Believe me, that's the last thing I want!"** Spider-Man 3016 yelled as he swung through the hallway quickly as possible.

"Then hurry it up then! I don't want to-" Spider-Man said while he tried to dodge the two symbiote's attacks until he was suddenly clawed by them, making him scream loudly in pain as Spider-Man 3016's eyes widened.

**"K-Ken?! Are you ok?! Ken?! KEN?!"** He yelled as he tried to speed up his swinging, while Spider-Man held his chest in pain, until the two symbiotes began to smash him with tendrils.

"A-ah... no... I don't think so... I-I'm trying to hand on for as long as-" He tried to say while screaming as he tried to shoot a web, but found out it was out of webbing, much to his dismay. "N-no..." It was then Venom suddenly smashed his foot onto Spider-Man's legs, breaking one of them as it snapped and made him scream loudly while Carnage broke his right arm, making him scream louder as everybody looked at the hole in shock.

"K-Ken!" Elise whispered while everybody looked in worry in shock, until Venom threw Spider-Man away, for he created another hole and landed on the ground, bleeding heavily as he lied there weakly, trying to move until Carnage walked right up to him and revealed his face, showing Cletus's face.

"Nice try web head, but I planned this for so long... you had a use in this plan, but now you're worthless to us, and we're done with you." He said as he formed the Carnage mask once more and looked at Venom. **"Nick, care to do the honors?" **Venom nodded and smiled darkly as he walked to Spider-Man slowly.

"NO!" Micheal yelled until Carnage formed a red symbiotic prison cell, stopping them.

"B-Burton? A bit of help please?" Spider-Man asked as he tried to crawl away weakly with his only one arm left. "I-I don't know if you can hear me... but I've got nothing left... No strength... no power... no webbing... no nothing... Y-you tried to warn me of the consequences... I was just an idiot." As he said this, Elise began to cry harshly for she heard what he just said.

**"Don't you go saying that! This isn't over!" **Spider-Man 3016 yelled as he tried to swing faster.

"T-this is coming from somebody... who isn't here to save me..." Spider-Man said as his strength began to weaken.

**"I will be, don't worry! C'mon King, this is far from over! What about that confident attitude you have, and those cheesy but effective jokes?"** Spider-Man 3016 asked as he let go of the web and began to run quickly.  
**  
**"S-sorry... but that isn't with me at the moment... that and... I've officially run out of cheesy one liners..." Spider-Man said as Venom got closer. "I-I'm sorry guys... that I failed you all..."

**"No way, No BLOODY WAY ARE THOSE YOUR LAST WORDS!"** Spider-Man 3016 yelled in rage as he ran faster than ever, only a few yards from the portal.

Spider-Man officially gave up as Venom grabbed him by the neck and began to straggle him, making him cough harshly while he tried to defend himself by aiming his left web shooter at him and shot the last of it, blinding him as he let go of him to try to get the webbing off, while Spider-Man slowly got up by using the only good leg he has left to support him while his other limped a bit, until Venom rid of the webbing on his face and screeched loudly while Spider-Man looked at his left hand as it began to shake, but closed it with the last of his strength.

**_At the same time_**

Spider-Man 3016 ran faster than ever and through the portal room while he saw Spider-Man, weak and beat up.

"NO NO NO NO NO!" He yelled as Spider-Man looked at Venom.

"Let's end this NICK!" Spider-Man yelled as he ran to Venom, only using the good leg, while Venom ran as well as they both punched each other in the face, knocking Venom down while with Spider-Man, broke his neck in a huge snap as he lied on the ground, dead.

"NO! NOT THIS TIME!" Spider-Man 3016 then ran into the portal as quickly as he could while Carnage walked right to him, only for him to be kicked in the face and quickly grabbed Spider-Man and ran back through, leaving everybody in shock while Carnage looked at the portal to see it's closed off.


	6. Evils UNFRIENDLY Neighborhood Spider-Man

_**Our greatest glory is not in never falling, but in rising every time we fall. - Confucius **_

_**Future Neon City - Oscorp/66th floor - Time: 11:24 AM**__**  
**__**May 30, 3016**__**  
**_  
Spider-Man 3016 held Spider-Man in his arms as he looked at him, seeing he was not moving and dead in his arms, to which he walked away from what appeared to be a portal covered in tendrils of black and red, filled with regret for not getting to him in time.

"Why the bloody hell wouldn't you listen to me?" Spider-Man 3016 asked in anger. "I should have found a way to get through that ego of yours and get you to listen..." He continued to walk to a room nearby to see large capsules, with only two of them working but one was clawed up enough to not work, so he put Spider-Man in the other one as it closed.

**_At the same time_**

Carnage looked at the portal in surprise as he walked to it and tried to operate it again.

**"Just what the hell was that? I could have sworn I saw another Spider-Man; How can there be two?!"** He asked as Venom got up while holding his head. **"Nick, when this thing opens again, jump in and kill BOTH Spider-Men!" **Venom nodded darkly as he peprared himself while Elise and April started to get worried.

"Ken... please be ok..." April said quietly while in 3016, Spider-Man 3016 looked at Spider-Man in the capsule.

"This has to work... It HAS to." He said quietly until he heard the portal on his end powering up. "Oh no... the portal is opening back up, and that means Venom will..." He began to run back into the portal room as Venom was about to enter through, until Spider-Man 3016 ran inside, with it closing behind him, went back into 2016, and stopped Venom by punching him in the face, to which surprised everybody. "I don't think so you creep!"

"How in the- How are there TWO Spider-Men?!" Alex asked in amazement.

"I'm not like the other one kid, I'm the Spider-Man from 3016, or as I like to call myself; A villains UN-Friendly Neighborhood Spider-Man!" Spider-Man 3016 said as he prepared himself while both Carnage and Venom charged at him, to which he was able to dodge quickly in a fast speed.

**"H-how the- how did you-" **Carnage asked in shock.

"Like I said, I'm not like the other one you faced!" Spider-Man 3016 said as Venom charged at him and grabbed him by the head, but was quickly stopped as he was kicked in the face harshly while they both tried to swing their tendrils at them, to which hit him, but quickly recovered as he zipped to Venom and began to hit him in the face while he tried to get him off of him, but his fist was implanted into his symbiotic skull, to which Venom screamed loudly until he threw him off him, to which he saw Venom losing his mind control. "Well what do you know! I guess punching somebody in the head REALLY does knock some sense into you!" Venom regained the mind control quickly and shot more tendrils at him, hitting Spider-Man 3016 as it made him hit the wall harshly while the both of them ran to him, making him jump off and dive toward them.

**"Stop fooling around Harvey! And KILL HIM!" **Carnage yelled as Venom kept swinging his tendrils toward Spider-Man 3016, hitting him as it sent him back, but recovered quickly by trying to shoot a web at the ground to stop him, while Carnage leaped toward him. Spider-Man 3016 saw this and quickly dodged it while Venom ran to him and quickly grabbed his head and tried to stab him after forming one of his arms into a symbiotic blade while he kept kicking it away from him until he webbed Venom's feet quickly and yanked him onto the ground, giving Spider-Man 3016 the opportunity to keep punching Venom harshly, seeing his eyes glow orange quickly, trying to get out out of the mind control.

"It looks like it's working! It probably just needs one LAST push!" Spider-Man 3016 said to himself until Venom was put back into his mind control and backhanded him off his body, sending him flying backwards while Carnage ran toward him and tried to stab him with his now tendril fingers, but quickly dodged them. "Aw C'mon Carnage! This CAN'T be all you can do!"

Carnage swung his tendrils at Spider-Man 3016, but they were quickly kicked away, but it grabbed him and slammed him to the ground and threw him to Carnage so he could slash him, but it was quickly stopped as he webbed Carnage's hand and threw him at Venom, hitting each other as they hit the ground. Once they were on the ground, Spider-Man 3016 zipped to Venom and began to hit him in the face harshly once again until Venom's eyes glowed orange once again, but stopped at the color shattered like glass, making him regain his control and pushed off both of them off, got up, and looked at Carnage.

**"You... you CONTROLLED ME!" **Venom yelled in sheer anger.

**"I never controlled you Harvey, I freed you, let you become Venom once again!" **Carnage said as he backed up a bit while laughing.

**"Well let me just show you HOW GRATEFUL I AM YOU LITTLE PUNK!" **Venom yelled as he charged at Carnage in anger.

**"Bring it on Grandpa!" **Carnage yelled as the two symbiotes wrestled with each other until they both entered the portal, making it close behind them as it made them scream loudly while they felt every particle of their body being destroyed without there being an entry or exit, and suddenly exploded, but left a red and black beast, containing both the New Venom and Carnage symbiotes inside while it screeched loudly, becoming an entirely new being all together.


	7. Recovery and The Wolverine

**_Study the past, if you would divine the future. - Confucius _**

_**Future Neon City - Oscorp - Time: 12:05 PM  
May 30, 3016**__  
_  
"Regeneration process complete in three... two... one." A computerized voice said as the chamber opened, revealing Spider-Man, still beat up, having rips in his costume, and was still not moving until he landed on the ground, but slowly awoke while he got up weakly.

"Ugh... where am I?" He asked until he realized something and felt his neck, realizing it's no longer broken. "I-I thought... I was dead..." He looked around the room he was inside of in question, seeing it was more futuristic than it was in his time. "Where am I? Burton? Are you there?"

**"K-King? You're alive?!" **Spider-Man 3016 asked in shock and surprise as he looked at his friends. **"Guys! He's alive!" **Everybody sighed and cried a bit in happiness, except for Alexander, for he didn't know what was going on with them.

"Yeah... guess I am. Where am I exactly? This definitely doesn't look like MY Neon City." Spider-Man asked while he still looked around.

**"You're in 3016 King; MY timeline. Considering you're there and I'm over here, I need you to test the portal to see if it's working on your end." **Spider-Man 3016 said as Spider-Man nodded slowly.

"A-Alright, I'm on it..." He said as he shook his head and went down on a hallway, to see the portal room and looked through a window, seeing the entire city of 3016 being covered in symbiote tendrils, along with the people being symbiotes. "Oh my god... is this REALLY what the future looks like?"

**"Apparently so. That's why we need to see if it works, so not only will we go back to our own times, but to also stop it on our proper ends." **Spider-Man 3016 said as Spider-Man nodded while he kept staring at the city.

"With what I'm seeing, I'll believe that." Spider-Man said as he looked at the portal, walked to the control panel, and activated it, creating the portal while he backed up and picked up a piece of metal. "Alright, metal coming your way!" He threw it inside the portal, waiting for a response. "Anything?" As he said this, Spider-Man 3016 saw the piece of metal and caught it.

**"Came through! It works!" **Spider-Man 3016 said as Spider-Man nodded.

"That's good, now... stand back!" He said as he prepared himself to run, to which questioned 3016.

**"Er... what do you mean?" **He asked in a bit of fear.

"I'm going through the portal of course! I'm heading back ho-" Spider-Man said until he was interrupted.

**"Wait! The energy for the return circuits are fried. I won't be able to get back over there even if it's working on your end, I'll be stuck here." **Spider-Man 3016 said as Spider-Man stood back up.

"Then why won't you fix it then?" He asked in question.

**"Well for one, the technology here was most likely rare until my timeline. I'll need you to go around the city in 3016, find what I need, and then just send them through onto my side." **Spider-Man 3016 said as Spider-Man nodded.

"Got it, whatever it is, I'll get it. As long as I get to go back home, I'm ready, willing, and able." He said.

**"The power source is a Nuclear Arbin, or known as a nuclear battery in your time. It's not as dangerous as it's named, don't worry. Just get that an I'll get the portal on my end ready. Should be in the abandoned military base." **Spider-Man 3016 said as Spider-Man nodded.

"Alright, it won't be long. But while you're there, do you think you can get my friends and family out of there and to safety? It would mean a lot to me." Spider-Man asked as Spider-Man 3016 looked at them and nodded.

**"Sure, don't worry about a thing, you just get the Arbin." **Spider-Man 3016 said as Spider-Man nodded.

"Thanks! And don't worry, I'll get it in no time!" He said as he began to walk to a broken window, seeing and absorbing the view of the symbiotic consumed city until he sighed. "Well... time to get to work." He leaped off the building and began to fall, to which he stopped by swinging from building to building while he looked at the streets, to see symbiotes crawling on the walls and streets, showing there was no longer and life in the streets along with cars abandoned. "I'll stop all of this... I promise guys..." His skull then began to tingle, making him land on a building and look around. "I-I sense something with... CLAWS!" He looked and dodged an attack from a man leaping at him, which made him end up diving down a building.

Spider-Man looked at him and jumped down to see the man getting up, for he had black hair standing up on the sides, sideburns, and had three metallic claws coming out of the knuckles of each hand, while wore a destroyed white shirt, jeans and boots, and began to walk to him.

"Uh... Hi?" Spider-Man asked the claws were being pointed at him. "Do you... er.. mind explain-"

"You look just like those things around here, but you don't smell like them." The man said in a rough voice as he began to smell him, to which made Spider-Man uncomfortable as he stepped back.

"Hey, I'm not a symbiote, ok? Or at least... not anymore." He said as he rubbed his head, while the man stared at him for a bit until he backed away along with making his claws go back into his body, catching his attention. "Doesn't that hurt?" The man nodded.

"Every time. But you get use to it, it's who I am." He said as Spider-Man looked at him in question.

"Who... are you exactly?" He asked as the man looked at him more, then began to respond.

"...Logan; Logan Howlett, or Wolverine, whichever you want." Wolverine said as Spider-Man nodded.

"I'm... Ken King; Spider-Man." He said while Wolverine looked at him.

"..I knew you looked familiar." Wolverine said as he crossed his arms. "You're that punk that left this place to be turned into ruins a thousand years ago."

"Er... not exactly... I was put into this timeline thanks to... a friend I guess-" Spider-Man said until what he said caught his attention. "Wait... how do you know this?" Both of the heroes looked at each other while Wolverine looked at the streets.

"I've been alive for the longest of time, more than a thousand... I never age, it's because of what I have, my healing factor." Wolverine said as Spider-Man looked as well.

"So... you're a mutant then." Spider-Man asked as Wolverine looked at him more and nodded. "I see... anyway, I best be going. I need to get to the military base and get something."

"Is that right? How about telling me?" He asked as Spider-Man looked at him while he rubbed his head, then nodded in agreement.

"Alright... so the reason why I wasn't there in 2016 was most likely because I was put into this time with the help my friend saving me from death. So I'm going to get something called a 'Nuclear Arbin' or whatever it's called to restart the portal on his side, so I can return back in my normal time and make sure this timeline doesn't exist." Spider-Man said as he looked at Wolverine in question. "I... guess it sounds weird, huh?"

"...I'm coming with." Wolverine said as Spider-Man looked at him in question. "Trust me kid, I've heard of crazier things, this isn't even close."

"A-Alright then. Think you can keep up with me?" He asked as Wolverine nodded. "Alright then, let's go!" He shot a web and swung away while Wolverine followed.

_**Neon City - Oscorp - Time: 12:11 PM**__**  
**__**May 30, 2016**_

Spider-Man 3016 backhanded a symbiote near the door while he and the others looked around, seeing the city getting worse than before, for fires were lit and people screaming by being chased by symbiotes or from the chaos.

"Good lord... it only got worse..." He said as he looked at them. "Look, find somewhere safe to be until whatever government there is in this timeline intervenes with it."

"Got it, I'll be sure to have what remains of my men prepared." John said as Spider-Man 3016 ran back inside, while a symbiote leaped at Micheal, to which John grabbed his gun and was about to shoot it, but it was sent back by a pinkish ball of energy. They all looked to see it was from a man with a green suit, also revealing his chest as it showed a dragon symbol on it, a banana covering the top of his head as it was tied by a long cloth and has white lenses, along with a yellow belt and boots.

"Are you ok?" The man asked as April nodded.

"Yes... but who are you?" She asked as he was about to answer that.

"Iron Fist, that's enough." Another man said as they saw a African American man with a beard, while he was wearing a black eye patch, jacket and pants, with Iron fist as he got out of the way, to which John and the man looked at each other.

"You... You're Colonel Nick Fury, director of S.H.I.E.L.D, correct?" John asked as Nick nodded as he smiled.

"You're damn right son." He said as he looked around. "From the reports we've been getting, it's our job to deal with disasters such as this going on."

"But this is something even S.H.I.E.L.D can't solve... er, sir." Micheal said as he rubbed his head while Fury looked at him.

"We're the government kid, we fight for the people even if there isn't a chance." Fury said as he looked at John, Micheal, Elise, and Alexander. "And we'll need all of your help."

"What do you need us for?" Alexander asked.

"We need guys like yourself, and Jordan over here..." Fury said as he pointed at John. "...Along with your men. The more the better, if you want to help." John, Micheal, Elise and Alexander looked down until they looked at Fury and nodded.


	8. Hoping to Return

_**A man who was completely innocent, offered himself as a sacrifice for the good of others, including his enemies, and became the ransom of the world. It was a perfect act. - Mahatma Gandhi**_

**_Future Neon City - Downtown - Time: 12:14 PM_**

_**May 30, 3016**_

Both Spider-Man and Wolverine made their way to the military base, only to see it was completely destroyed and covered in symbiotic tendrils.

"Jeez... talk about a real mess. I'd sure hate to be the guy who made i-" Spidey said until he shut his mouth a bit, knowing the joke was now going against him, while both of the heroes walked inside, until Wolverine suddenly stopped as he began to sniff loudly while looking around, which caught Spider-Man's attention. "Logan? What's wrong?"

"I smell those creeps nearby." He said as he took the claws came out of his knuckles. "Their getting closer by the second..." Both of them saw symbiotes crawling toward them while they screeched.

"Oh boy.." Spidey said as he looked around quickly until his eyes caught a green sphere, the Nuclear Arbin. "There it is!" He shot a web at it, yanked it to him and grabbed it and was about to run to the exit, but symbiotes began to surround them. "Aw man..." A symbiote then leaped at him, making Spider-Man punch them in the face while more began to do the very same, making him punch and kick more, knocking them down as more began to come up. "You've got to be kidding me..."

"Go, I've got it." Wolverine said as he lunged at a symbiote while yelling, and began to stab it with his claws, but another one then got on top of him, but didn't stop him as he kept slashing them while more began to pile up on him. "GO!" Spider-Man stood there for a bit while he began to run.

"Logan! When I return to the past, I'll make sure this is a future you'll never experience, even if you did have harsh experience in your past or not! I promise!" He yelled as he swung away, leaving Wolverine while he kept slashing them until he was finally consumed by the symbiotes, making him stop struggling. Spider-Man saw this as he shook his head in sadness, but he put all of his focus on the mission instead of the events that just occured. "Burton, I have that Nuclear thing you wanted, do I just throw it on your end?"

**"Yeah, but be careful with it. If you lose that or it combusts, then all hope is lost." **Spider-Man 3016 said as spider-Man sighed stressfully.

"Oh yeah, sure. No pressure." He said as he swung back into the portal room and walked to it. "How are things going out there?"

**"It's starting to get bad King, REALLY bad. If we don't stop this soon, it might be too late to save your time and mine from all this. Unless both Carnage and Venom are stopped, the past and future symbiotes will stay. Did you see them anywhere in 3016?" **Spider-Man 3016 asked while Spider-Man thought for a bit.

"Surprisingly no. Are they over at 2016?" Spider-Man asked as 3016 shook his head.

**"No, but I did see them go into a portal together. From what I've heard, if two parts of the portal are closed, there's no way out, and they simply get either destroyed or morphed into something bigger." **Spider-Man 3016said as Spider-Man prepared the Nuclear Arbin.

"Wherever they are, hope they don't cause too much damage." He said as he kept looking at the portal and started backing up "Anyway, it's heading your way!"He quickly threw the Nuclear Arbin into the portal and began to wait.  
  
_**Neon City - Oscorp - Time: 12:20 PM**__**  
**__**May 30, 2016**_

Spider-Man 3016 waited for a bit while he kept up his hand until the Nuclear Arbin landed in his hand, making him smile.

"Nice shot! I got it!" He said.

**"Good. Can you put it in now? I'd LOVE to be home right now." **Spider-Man asked as Spider-Man 3016 nodded.

"You and me both King." He said as opened a small door on the panel to which leads to the controls of the portal and put it in, repairing and reorganizing the circuits into it, closed it and saw the portal rebooting, until it suddenly stopped. "Oh what now?"

**"Something wrong? Oh wait, let me guess, I have to go get some mystical object or something like that to get it working again, right?" **Spider-Man asked in angst.

"No, that's not it. Seems like SOMETHING isn't connected to the portal to make it work again. I'll need to find the blueprints to this thing to find out on how to fix it. If it's the same place in my time, then it has to be here as well on the fiftieth floor." Spider-Man 3016 said as he walked away from the portal.

**"Alright, sounds like a plan. Just hurry, ok? I don't want to wait longer than I already have to get back home, to Elise and everybody and stop this craziness." **Spider-Man said as Spider-Man 3016 nodded.

"I understand King, don't worry, I promise I won't take long." He said as he looked down on to the elevator and dropped down, making falling while he saw and heard symbiotes screeching at him until he stopped by shooting a web at an edge of a elevator door making swing kick into the door, knocking it down, but also letting him in. He looked around the room until he saw a large metal that was covered in symbiote tendrils as he tried to open it, but failed and tried lifting it out of the way as a last resort, to which that failed too. "Oh come on... you've GOT to be kidding me!"

**"Every time I hear that, I KNOW there's a catch and I need to do something... alright, I'll bite, what is it?" **Spider-Man asked while he was sitting down against the wall.

"The bloody door here won't budge for the life of me and I can't get through, but YOU can because the door MIGHT be worn out after a good thousand years. You know on where the archives are, right?" Spider-Man 3016 asked as he began to climb back up the elevator.

**"Well I surely called it. Yeah, I should. Don't worry, I'm on it." **Spider-Man said as he walked to an elevator.

_**Future Neon City - Oscorp/66th floor - Time: 12:25 PM  
May 30, 3016**_

Spider-Man walked at the end of it and leaped down while he fell down the shaft and doing a few turns and spins until he quickly zipped into the fiftieth floor, seeing the door a bit destroyed.

"Hey Jord, you were right after all. Looks like the door IS worn out enough to pass through." He said as he tried to push the heavy door with all of his strength and until he finally put the door to the side and entered it, only to see a hallway covered in tendrils and old computers from 2016.

**"That's good to know, how are things in there?" **Spider-Man 3016 asked as Spider-Man looked around.

"Eh... just about the same as everywhere around here." He said while he walked through it, and unknown to him, a dark shadow was watching him while it crawled on the ceiling, making Spider-Man looking behind him to see it's gone, making him think he could have swore he saw something, but he quickly ignored it and continued walking. "So what's going on over there? Is the government trying to control the situation?"

**"Yeah, they are. Apparently they sent out something called S.H.I.E.L.D to take care of it. I highly doubt it unless we stop both of those two Symbiotes; Cletus and Nickolas."**Spider-Man 3016 said as Spider-Man nodded.

"Right, and what about Elise and the others? Did they make it out ok?" He asked as Spider-Man 3016 nodded.

**"They should be safe and sound with somebody like what they sent." **He said as Spider-Man sighed in relief.

"Good, glad their ok." He said as he saw a large computer and looked at it for a bit, until he began to type on it. "Alright, any idea on what I'm looking for when it comes to files?"

**"No, not really. Try 'Top Secret'. It's the most cliche thing to do." **Spider-Man 3016 said as Spider-Man scoffed at how silly that would be, but he decided to do just that anyway.

"Oh please, like I can find-" He said until he found a file having that exact name and stared in disbelief. "-something... like... that... Wow, go figure." He popped his fingers and began to search through it. "Alright, start up procedures, right?"

**"Yeah, that's the one!" **Spider-Man 3016 said as Spider-Man nodded kept searching through the computer while he typed in codes.

"Alrighty then. Did you start off the Gamma lancers, Alpha enhancers, or what about the Beta Reactor?" He asked as Spider-Man 3016 hit his forehead in annoyance.

**"Bloody hell! No, not the Beta Reactor. I'll get right on that." **He said as he he began to work on it.

"Alright, I'm heading back to the portal room now!" Spider-Man said happily as he turned off the computer and began to walk away.

**"Awww, what's the matter spider? Not going to stay long enough to say goodbye?" **A female voice asked it stopped Spider-Man as stopped walking while she walked to him, with seeing her shocking him.

"O-Oh my god..." He said quietly in shock and surprise.


	9. A Blast from the Past

**_Change is the law of life. And those who look only to the past or present are certain to miss the future. - John F Kennedy_**

**_Future Neon City - Oscorp- Time: 12:31 PM_**  
**_May 30, 3016_**

**"Awww, what's the matter spider? Not going to stay long enough to say goodbye?" **A female voice asked it stopped Spider-Man as stopped walking while she walked to him, with seeing her shocking him.

"O-Oh my god..." He said quietly in shock and surprise, seeing it was Felicia Hardy, The Black Cat, for she now wore a symbiotic suit that covered the majority of her body, but a few parts of her body were revealed and a eye mask made of symbiote. "F-Felicia? Is that really you? I-It can't really.."

**"Don't you remember me Kenny? On how you left me to die with those monsters, on how you made me become this?" **Symbiote Black Cat asked in anger as she created symbiotic claws. **"Because of this... I've lived for the past thousand years... And I had to make my friends and family into... those beasts when I had no other choice! I was left alone for so long... because of you! I'll make you PAY for this, for what you've done!" **She lunged at him, to which he quickly dodged, but a tendril grabbed him as he was taken in with her, slamming him to the ground.

"T-that's not true!" Spider-Man said as he got up. "You let me go on ahead to let me save our friends! You know that!" He looked at her in sadness while looking at her symbiotic body. "Felicia... this isn't you. It was never you... You... looked so beautiful back then, heck, you still do now... I would never make you into this... and even if I did, I'm sorry..."

**"NO MORE LIES!" **Symbiote Black Cat yelled as she snapped her fingers, with symbiotes starting to round around Spider-Man as they leaped at him, to which he punched and kicked them away quickly while she whipped a symbiote tendril at his leg, so she would drag him to her and jumped onto his head, hurting him as one of his lenses cracked. He quickly countered it with him webbing her in the face, stunning her as he kicked her in the face, sending her back a bit but let her get in anger.

"Felicia, you KNOW I don't want to do this! Just let me go so I can prevent this from ever happening! Please!" Spider-Man said as she flipped and span to him while trying to kick him, but he dodged them as quickly as he could.

**"Oh I'm not letting YOU go my love... not after what you did!" **Symbiote Black Cat yelled as she started throwing kicks at him.

**"Ken? What's taking you?! Things are getting worse over here!" **Spider-Man 3016 asked in fear.

"A bit of a slight set back Burton. Apparently a girl who has the LARGEST crush on me wants to kill me and hang my guts on a freaking platter." Spider-Man said as he kept dodging the attacks, for what he also said left him in silence.

**"...You are NOT serious, right King?" **Spider-Man 3016 asked in anger while Spider-Man sighed.

"Hey! She isn't going to let me go, not my fault!" He said until he was hit by a tendril in the face and other symbiotes began to crawl to him and get on top of him, to which he kicked off.

**"Just do what you need to so you can get out of here and save our respective timelines!" **Spider-Man 3016 said in annoyance as Spider-Man nodded.

"I'll try to end this as fast as I can!" He said while the claws on Symbiote Black Cat's hand grew larger and slashed Spider-Man across the chest, making him yell in pain as he dodged backwards to see the new wound and tear on his costume, and began to shoot webbing at her but she quickly slashed them away, and began to swing their fists and kicks at each other, only for them to dodge one another's. That stopped by a symbiote leaping at him until he grabbed it's arm and threw it at Symbiote Black Cat, making her catch it while he ran and began to punch and kick her as quick and powerful as he could, but she countered it by forming large blades on her one claw and aimed a swing by his neck, hoping to cut it, but he quickly dodged the blade and webbed it to the ground, stopping her.

She quickly got up from the stalled attack by cutting through the webbing and quickly tried she tried to stab him with a sharp tendril, but he grabbed it and, regrettably but having to, punching her in the face is it made her tumble onto the ground while Spider-Man looked at her. She tried to get up, until she looked at him sadly, but started to smile a bit.

**"Just like how it was when we first met as ... just before be became heroes years ago... huh Kenny?"** Symbiote Black Cat asked as Spider-Man walked to her and offered her his hand, to which she accepted and both held theirs. **"Tell me... was I... good?"**

"Definitely... much better than before..." Spider-Man said as he nodded, while Symbiote Black Cat started to take off his mask, revealing Ken's slightly beat up face face while she started to fade away along with the symbiote, signifying her real age and time of living has finally caught up to her. "...I'm sorry... I'm so sorry for leaving you... When I get back to the present, I'll make this right."

**"I know you will... but...C-Can... I have a... goo**dbye kiss? Just... one last time?" She asked as Ken looked at her while thinking, until he nodded slowly

"...With all you went through... you deserve it..." He and the two of them slowly let their lips touch slightly until she faded away into dust, leaving Ken to see the remains of her as he gripped his fists, trying to not let it bother him. "..I'll make sure what happened to you will never happen in the present..." He put on his mask, becoming Spider-Man once again, and began to run to the portal room. "Burton! I'm now getting to the portal room!"

**"Alright, that's good to hear. Are you ok though?" **Spider-Man 3016 asked as Spider-Man suddenly stopped and looked at where he and Symbiote Black Cat once fought.

"...Yeah, I'm fine." He said sadly as he held his chest to where his heart was, and continued running to the portal room.


	10. Neon City's Last Hope

_**Thought is an infection. In the case of certain thoughts, it becomes an epidemic. - Wallace Stevens**_

**_Future Neon City - Oscorp- Time: 12:36 PM_**

_**May 30, 3016**_

Spider-Man walked slowly as he normally, thinking about the fight with Symbiote Black Cat and how much he knew he had to set it right for her by saving her from this future, but stopped thinking about it as he came across the portal room and entered it.

"Alright, I'm here Burton! I'm ready when you are!" He said as he waited.

**"Just a few more tweaks and I'll be ready!" **Spider-Man 3016 said as he put in the last precaution onto it as he stood back. **"It's done! Ready?"**

"Yeah! Home, here I come!" Spider-Man said as the two Spider-Men ran through the portal at the same time.

_**Neon City - Oscorp- Time: 12:36 PM**__**  
**__**May 30, 2016**_

After a long wait, Spider-Man jumped out the portal in 2016, to which he looked around and saw he was back, making him raise his hands in celebration.

"Aw yeah! I'm back to my own time! Now to figure out a way to stop this-" He said until he suddenly felt his skull tingle, making him look around until his eyes caught something, to what he saw shocked him greatly. "Oh my god..." Inside the portal, had a being that was five times the size of Venom, and was completely red except the bottom half being black and it's arms, along with it having jagged teeth and one of the eyes being orange while the other was white, and walking on tendrils coming out of it's back, while growled lowly. "Ah... now THAT looks like a Toxin..."

**"What is it? What's going on?" **Spider-Man 3016 asked as Spider-Man stared at Toxin in shock as it screeched loudly, making the building shake a bit while it caused a light cracks.

"Uh... Burton? I think I know on what happened to Cletus and Nicky! They've become some sort of... MIXTURE of the Venom and Carnage symbiotes, and it's causing a few sparks here, and I don't just mean fireworks!" He said as he walked backwards a bit, but Toxin walked to him quickly with it's tendrils.

**"They must have formed when they both entered the portal together on the same side. If it's doing something like you said, then it's a time storm all together, and so long as it exists, both here and your time, then the space-time continuum will BE destroyed!" **Spider-Man 3016 said his fear.

"Do you have any idea on how we can stop this thing? Because ANYTHING is worth a try at this rate!" Spider-Man askedas Toxin got closer.

**"I just need a bit of time is all. Until then, try to stall for a bit of time with Toxin and the symbiotes." **Spider-Man 3016 said as Spider-Man nodded.

"Alright! I'll try all I can!" He said as toxin threw a large tendril at him, to which he dodged and exited the building through the broken window and landed on the ground. He looked around, and saw more symbiotes around, along with them making a large symbiotic cocoon forming on the State Building. "My god... this becoming more than an epidemic... this is an invasion..." He saw a large shadow cover him as he looked up, seeing a large helicarrier for it belongs to S.H.I.E.L.D. "Wow.. the government really is a part of it now." As he kept looking, symbiotes began to swarm around him until a shield was thrown and hit them in the head, which later on was stabbed into the ground.

Spidey looked to see the shield was red and white, with the middle being blue and having a white star in it, then looked at the owner for he wore a blue spandex and rubber suit with red and white on the stomach area, white long sleeves, red gloves and boots, and a blue mask with a large white A on it and his chest, and picked it up while symbiotes began to get up and putting his index and middle fingers near where his ear is.

"Stark, now!" He yelled until he covered his top body with the shield as a heated beam hit it, while the man tried holding it until he lifted it, making the beam split into multiple and hit the symbiotes, leaving the shield steaming a bit as another man landed next to him, who was wearing a red and gold metallic suit with a glowing plate in the middle of his chest. "Nice shot."

"Thanks Cap." Tony Stark, Iron Man, said as they both looked at Spider-Man. "You ok kid?" He nodded while looked at them more.

"Yeah... Hey, I heard of you guys..." Spidey said as he pointed at Iron Man, then at Captain America. "You're Iron man... and Captain America, the first avenger." As he said this, they nodded. "I'm guessing the government sent you here then?"

"S.H.I.E.L.D did, but yes, that's correct." Captain America said as Spider-Man nodded.

"Anybody else here as well?" He asked as a symbiote tried to get up, but was stabbed by a blue and yellow flash with three claws on each hand, to which Spider-Man looked to see somebody in surprise, Wolverine, for he was wearing a cowl of blue and yellow, with a suit matching that, and blue gloves and boots. "Logan? Is that really you?" When he asked this, Wolverine looked at him and pointed his claws at him, but not scaring Spider-Man this time.

"How the hell do you know my name?" He asked as Spider-Man used his fingertips to grab one of the claws and pushed it back a bit, keeping it away from him.

"I...er... have my sources. But trust me on this, you and I have met... in a way." He said as Wolverine looked at him for a bit, and retracted the claws back into him, believing him.

"Alright, I trust ya." He said as four people landed next to them, three of them wearing dark blue spandex suits with black gloves and boots along with a white circle having the number '4' on it, one was a girl with blonde hair, her husband who had dark hair with white on the sides, her brother for he had blonde hair that was sticking up, and a man who had a body made of rocks and only had blue pants with the four symbol on it, with Iron man walking to them.

"Reed, did you and Sue evacuate the citizens from here?" He asked as Reed; Mr Fantastic, and Sue; Invisible Woman, nodded.

"Yes, they're safe now, thanks to Johnny and Ben stalling for time." Invisible Woman said as Ben; The Thing, gave her a thumbs up.

"Hey, I enjoyed every second of clobbering I put onto them!" He said as Johnny; The Human Torch, chuckled.

"You enjoy bringing down the clobbering on EVERYTHING." He said as he lit some fire in his hands. "We'll light up every one of those frea-"

"None of you can't beat them." Spider-Man said as everybody looked at him in surprise. "I know that... Because I'm the only one who can. Even if you beat one, more will just come back. Nothing will stop them unless... I complete something."

"How do you know this exactly?" Reed asked as Spider-Man looked at every single one of them as he sighed.

"..I'm the only one that know on how to defeat them... some guy named Toxin is the cause of it. He's the reason the city is like this and... if I can find a way beat him, then the city COULD be back to what it was before, but I can't defeat him with all the symbiotes attacking me... It's growing more than it ever could." He said until a African American with a small beard, yellow muscle shirt, black pants and boots, and belt made of chains and had gold that was shaped with the name 'CAGE' on it, put his hand on the hero's shoulder.

"Don't worry kid." The man; Luke Cage said as he smiled at him. "You just worry about stopping him, we'll handle them for you."

"R-really? Are you sure?" Spider-Man asked as some more heroes walked to him, such as Daredevil, a man wearing a red armored suit with horns on the head of his mask and red eyes, Electra, who wore a red leather top and cloth between her legs, and on her thighs while it held two sais, Moon Knight, for he wore white clothing, with a moon symbol on his chest, and a cape as part of it formed a hood, covering his black face while his white eyes glowed, Iron Fist, Hawkeye, a man who's a blonde haired man wearing glasses and black tanktop with the same colored boots and pants while having a crossbow on his back, and Black Widow, a red haired girl with a leather suit and had guns on her thighs, as they looked at him and smiled.

"If what you say is really true, then we'll let you handle it." Electra said as Moon Knight nodded.

"Spider-Man, may the power of Konshu be on your side." He said while Captain America walked to him and patted Spider-Man's shoulder.

"Show them what your made of, got it?" He asked as Spider-Man looked at everybody and rubbed his head.

"Thanks guys... really." He said as he turned around and shot a web at a building, until he looked at them. "I'll be sure this is over before you know it!"

"Give them a HUGE clobbering for me, will ya Spider boy?" The Thing asked as Spider-Man nodded and swung away, leaving them as they watched.

"Seems worthy of being a part of team, huh Tony?" A voiced asked as everybody looked to see Nick Fury.

"Yeah, seems like it." Iron man said while smiling at him.


	11. Searching for Answers to Victory

**_Darkness cannot drive out darkness; only light can do that. Hate cannot drive out hate; only love can do that. - Martian Luther King_**

**_Future Neon City - Oscorp- Time: 12:51 PM  
May 30, 3016_**

Spider-Man 3016 typed on a large and old computer as fast as he could while looking through file through file quickly, skimming through each and every one of them as fast as possible.

"C'mon you bloody pile of scrap! We don't have a lot of time here!" He said in anger until he heard cracking around him, making him look around to see waves of purple and light around the area, making him even more nervous. "The time stream is getting worse. I need to hurry!" He typed faster while he looked more, until the nervousness and stress finally got up him and was about to slam the computer with his fist, but stopped as he finally saw something. "There! Found it! King, I think that beast you called Toxin is actually related to this storm. I'm not sure on how it is, but I need you to get a strand of DNA from it, think you can do that?"

**"Yeah, I think I can do that, but how can I do that exactly, and how can you see it if I'm over here?" **Spider-Man asked in question.

"It's a theory, but it MIGHT just work. Have you heard of the... Quantum Causality Theory?" Spider-Man 3016 asked as Spider-Man thought for a bit until he shrugged.

**"I've think I heard about it in a Physics class before I graduated, but I never understood it believe it or not." **He said.

"Well, in a nutshell, it's a theory that normally changing the past, can create an alternate timeline, or in other words, change the future." Spider-Man 3016 explained.

**"Like with how Cletus used the symbiotes to change your timeline! And since that's proven true, then if I can get it's DNA and send it your way-" **Spider-Man said as 3016 nodded while smiling.

"You're getting the idea now. I need you to get to a DNA recorder and put it's DNA in there. If I'm correct, it should be in the old Oscorp testing facility. Think you can do that?"  
**  
"Hey, I've made it THIS far, I'm not about to stop now!" **Spider-Man said as he swung faster in his time.

_**Neon City - Downtown**__**- Time: 12:51 PM**_

_**May 30, 2016**_

Spider-Man swung faster than he ever could before while soldiers from S.H.I.E.L.D and the heroes fought the symbiotes for him long enough to distract them until then, until his skull tingled while he looked around, seeing Toxin was now getting bigger than before due to the time stream, to which it absorbed, while soldiers tried to fight against it, but were crushed until a large man, who was green along with black hair and had large muscles while wearing ripped up purple pants, jumped in front of it and roared loudly in complete anger and rage.

"HULK... SMASH GIANT MONSTER!" He yelled loudly while charging at Toxin, to which he grabbed him while The Thing also tried to do so while Spider-Man watched a bit until Thing looked at him.

"Don't worry about us! Just go!" He yelled as Spider-Man nodded and swung away, to which Toxin followed after knocking back both Thing and Hulk back into some buildings, causing them to be stunned while symbiotes began to swarm around them, until they got up, saw them, and began to fight.

"So what do these DNA recorders look like anyway? Are they hard to find?" Spider-Man asked while he kept and avoiding symbiote attacks.

**"Should look like a computer of some sort, you should find them easily." **Spider-Man 3016 said while Spider-Man looked behind him and saw Toxin near, making him panic a bit/

"I have Mr Tall, Dark, and Scary after me right now! Nothing's easy right now for me!" He said as he saw a large building nearby. "Burton, I think I found it! Now I just need to get inside!" He swung through a window and broke through it, causing noise while Toxin tried to crash through and it's tendrils swinging around out of control, until Spidey shot webs steel doors on the windows, and yanked them down, getting it closed them onto him. Once he accomplished that, turned to see symbiotes around, rounding up after hearing the noise. "Oh boy... Er, Hi guys! You haven't seen a DNA recorder anywhere, right?" The screeched as they crawled at him. "Oh well, worth a shot trying to talk to you guys!"

The symbiotes lunged at him as ran through them while he kicked and punched each and every one of them until he kicked one of them right through a door, causing it to break and stunning one of them and ran right through a hallway while he witnessed Toxin climbing over the building through the glass windows and started smashing a large amount of tendrils through them, causing them to destroy parts of the building while he dodged them from hitting him until it's weight then destroyed a part of the building, causing the debris to fall over.

"Sorry my little baby Time Storm! You can knock all you want but you can't come in!" Spidey yelled as more tendrils swung at him from everywhere in the building, even through bricks and metal as it began to come through the building. "Hey! Talk about invasion of privacy!" He quickly looked around until he saw lid of an air duct, shot a web at it to yank it off, and began to crawl through the air vents, leaving the screeching Toxin behind for a bit. "Burton, Toxin just got in, but I SHOULD be near the DNA recorder."

**"That's good. Just get a shot from it and send it over to my time." **Spider-Man 3016 said as Spider-Man nodded.

"Gotcha, won't take lo-" He said until he saw the vents being dented by the tendrils of Toxin. "Sorry! I really don't want any of your Death Flavored Girl scout cookies, I'm allergic!" He crawled faster until a tendril smashed through one of them, grabbed Spider-Man's leg and began to smash him around. "OH GOD! BURTON, IT'S GOT ME!" It smashed him farther, yanked him out of the vents and being slammed against the walls, ground, and ceilings, until Toxin started to claw him, making him scream loudly.

**"King! Are you ok?!" **Spider-Man 3016 yelled in question and fear.

"I-I'm fine! I'm just tr-" Spider-Man tried to say, but screamed as he was being clawed at deeper and smashed to the ground, making him yell in pure pain until he saw an open air duct and quickly zipped into it, making him fall to wherever it led, making him land in a room as he fainted from the intense pain.

_**Neon City - Oscorp Testing Facility- Time: 1:24 PM**_

"King! Wake up!"

Spider-Man 3016 yelled as Spider-Man woke up and slurred a bit while holding his wounds in complete pain.

"J-J-Jordan?" He asked as he got up, revealing his suit having more rips, having half his costume destroyed, both of his lenses destroyed, and parts of his mask were destroyed, revealing his hair sticking out. "I-I'm ok... don't worry."

**"Are you sure? What happened?" **Spider-Man 3016 asked in concern

"I was attacked by Toxin just a bit ago... I was able to get away, left a good chunk of my costume behind, but hey, I'm alive." Spider-Man said as he lied down against the wall, trying to let the pain go away for a bit.

**"Do you know where you are now?" **Spider-Man 3016 asked as Spider-Man shook his head sleepily.

"N-No...No not really... I'll check in a bit." He said as he closed his eyes a bit, resting for a minute of recovery, until he opened them, got up and walked around to see a giant computer. "Hey Burton? Does the DNA Regulator look like a computer?"

**"Yes! Did you find it?" **Spider-Man 3016 asked as Spider-Man looked around on it, to which he smiled.

"Y-Yeah! I...I think I did!" He said as he realized something, making him open a part of his utility belt and pulled out a small sample of Toxin, something he was able to get during the encounter. "G-good news. I was able to snatch a sample of Toxin when I was near him."

**"You did huh?...You're a lucky bastard, you know that?" **Spider-Man 3016 asked as Spider-Man chuckled. **"Coming back from the dead after a neck brake, and now this. You're something special, you know that King?" **

"Yeah... I do." He said as he put it in, having it download the data on it. "Anything?"

**_At the same time_**

"No, not really...Wait... bingo!"Spider-Man 3016 said as he looked over it, leaving him in disbelief. "Good lord... you were right on one part. That thing is a combination of both Venom and Carnage, in fact, this THING was never suppose to exist in any of our times, or anywhere at all. Because of it, it's ripping our universe into shreds, preventing from our times returning back to normal, and if this keeps going on, it won't just be Neon City that will be destroyed, but the entire world."

"My god... Are there ANY weaknesses to stop it at ALL?" Spider-Man asked in wonder.

"No, not really. This thing destroyed all of a symbiotes weaknesses, fire and sound waves. But... if we reverse the polarity of the portals, we CAN split them apart by shoving them back into it." Spider-Man 3016 hypothesized while thinking.

"But why do that?" Two voices asked in both of the Spider-Men's times, with them looking to see it's Toxin, with a mutated Cletus Kasady's face being revealed, while the Toxin symbiote tried to pull him back with a few tendrils.

"C-Cletus?" They both asked in shock.


	12. The Truth Revealed

_**He is no fool who gives what he cannot keep to gain what he cannot lose. - Jim Elliot**_

**Neon City - Oscorp Testing Facility - Time: 1:26 PM/ At the same time  
**_**May 30, 2016**_**  
**  
"C-Cletus?" Both Spider-Men asked in shock in their different time periods as the mutated Cletus's on each time line smirked.

"But... how are you alive? I thought you mutated into some mindless animal!" Spider-Man asked in shock.

"How in the world are you even alive? I thought you were-" Spider-Man 3016 asked in wonder.

"Surprising, isn't it? I am just about as surprised as you are. But it would only be a matter of time before I can fully control this new symbiote." Cletus said in a warped voice as Spider-Man in his time line was put into question.

"What do you mean?" Spider-Man asked in question.

"What the bloody hell are you even saying?" Spider-Man 3016 asked while he prepared his fists.

"I'm saying..." Both Cletus's in 2016 and 3016 said as he smirked. "..that this new symbiote that was created from the portal is what's causing the destruction of the universe and the space-time continuum, and nothing can control it... except it's host."

"Are you thinking what I think you're thinking?" Spider-Man asked seriously while he stared at him.

"You're saying you're wanting to manipulate a being that was never suppose to exist in ANY of our times just to play god and take over the universe and the time storm?" Spider-Man 3016 asked in anger.

"Correct, and if there's anybody at all that I know that I should give credit for, out of all my colleagues, (you were/he was the most helpful)... Ken King." Cletus said in both times as both of the Spider-Men looked in question.

"What are you saying... I am the most helpful? What does that even mean?" Spider-Man asked in question.

"What does King have anything to do with what you have?" Spider-Man 3016 asked as Cletus 3016 smirked.

"Everything. He was the most important for what he possessed." He said while chuckling.

"(You are/he was) the most important into becoming what I am now. (You were/he was) the first one to wear the Venom symbiote, the very same one in which I told Wilson Fisk; The Kingpin, to acquire once... However, his sights were on the element Promethium X than my want." Both Cletus's said as both Spider-Men stared at them.

"Ok... But what does the Venom symbiote have anything to do with me?" Spider-Man asked in question.

"I don't understand what you're saying." Spider-Man 3016 said in confusion.

"Let me explain... I am NOT the host Cletus Kasady. I am only the Carnage symbiote, the very one that's controlled this body for the longest of time. Many years ago, myself and the Venom Symbiote, the last of our own kind, were separated, and the Venom Symbiote was taken onto (your time/his time)... but then I came along and found the mass killer, Cletus Kasady (in 3016/your time). I knew the symbiote would be dead at that rate of time... but then, I learned of the time machine made from Oscorp. When I did, I decided to use that to my advantage and obtain the Venom Symbiote, the last of it that remain in Nickolas Harvey's blood, and become one with it... I didn't think it was possible... until I found out about morphing with both ends of the portal being closed." The Carnage symbiote said darkly as both Spider-Men looked at him in shock.

"Are you meaning to tell me... you planned this? ALL of this from the very beginning? Just to control the time storm!?" Spider-Man asked in anger.

"That's just evil... I've dealt with Blokes that are evil, but Christ you just took the cake and ate it!" Spider-Man 3016 yelled in anger.

"I suppose you can say that I had two plans... and it's all thanks to (you/Ken King)." The Carnage Symbiote said. "For I planned ALL of your battle after Lucas." As he said this Spider-Man stared in a bit of shock while he took off his mask, revealing Ken's bruised and bloody face. "Did you honestly think you would play the hero with people such as Rhino, Kingpin, or even Venom, when you really fell for my trap? You're no hero, only a puppet." When he said those exact words, Ken looked down at his hands.

"You are the most evil being I have ever come across. I'll make sure you don't get away with this!" Spider-Man 3016 yelled in complete anger.

"Our conversation is over. I'll let the beast take control for now, until I fully control it myself." Carnage 3016 said as his host, Kasady, entered back in and becaame Toxin once again for smashed Spider-Man 3016 into the ground with it's tendril out of control while it screeched, as Spider-Man 3016 was falling from floor to floor..

"It's not over Carnage! We'll get you!" Spider-Man 3016 yelled as he tried to stop himself from falling with webs.

**_Neon City - Oscorp Testing Facility- Time: 1:36 PM_**

_**May 30, 2016**_

Ken looked at his hands more, now knowing the truth of everything.

"You are no longer useful to me, you can try to stop me all you wish, but it is too late." Carnage said until three S.H.I.E.L.D soldiers walked up to Ken and patted his shoulder, with him looking.

"This dude may have been used, but if he didn't interfere, then more lives would have been destroyed. A tool or not, he's still the hero of Neon City." A young male voice said.

"No matter what what you may think of him as, he IS Spider-Man, and nothing you do or say will change his heart!" A female voice said while she aimed her large gun.

"He's saved many lives, and he won't stop it now. I know that." An older one said as Carnage chuckled.

"Either way, a hero or not, you all will DIE IN THE END!" He yelled as Carnaged used Kasady to became Toxin once more, making it screeched loudly and began to swing it's arms and tendrils uncontrollably while the S.H.I.E.L.D soldiers began to shoot at him, grabbed Ken and his mask and ran off to leave Toxin behind a metal door, locked it, and looked at him.

"Are you ok Kenny?" The female asked as Ken looked at her while she took off her helmet, revealing to be Elise.

"Elise..." He said as they looked at each other, then suddenly hugged and kissed each other lovingly, then into each other's while she observed his face.

"You're pretty beat up... are you sure you're ok?" She asked as Ken nodded, looking at the two others revealing to be Micheal and John.

"You guys too?" He asked as they nodded.

"Colonel Nick Fury; director of S.H.I.E.L.D, needed our help for the time being, especially the police. Even their helping until you found a way to stop it." Micheal said as John nodded.

"They're all defending the city for you Ken. You always protected the city from harm, and now it's their turn to help you." John said as Elise looked at Ken more.

"You shouldn't let what he said change you. Maybe you did fall for a trap of his, and maybe you were used... but the Ken I know and fell in love with wouldn't have what anybody say change what you believe is right, right?" She asked as Ken looked down in thought, but took out his destroyed mask made him look for a bit until he grabbed and looked at it more, to which me started to smile and put it on, becoming Spider-Man once again.

"...Me and Jordan Burton came up with a plan." Spider-Man said as he looked at the metal door. "What we plan to do is to reverse the polarity of the portal and then shove that thing, both in our time and 3016 into the portals so it can return back to just Carnage. After that, the city SHOULD return back to normal."

"Right, anything we should do, or CAN do to help?" Micheal asked as Spider-Man nodded.

"Get this Fury guy to get all S.H.I.E.L.D soldiers and all the heroes to Oscorp and help me out. I'll need them to help me out on this, every single one of them." He said as John nodded.

"I'll let Fury know. Be careful though, I'm sure he's even more dangerous than before." He said as Spider-Man nodded and looked at Elise.

"Eli.. tell me, is mom ok?" He asked as Elise nodded.

"She was evacuated from here, she'll be back once all of this is over." She said as Spider-Man sighed in relief.

"Good..." He said until he remembered something, the engagement ring John gave him a week ago is still in his utility belt. "Elise?"

"Yes Kenny?" She asked as he looked down a bit, trying to build up courage, but decided against it and sighed a bit.

"...When... this is all over, we need to talk about something. About us. Nothing bad, don't worry. But... it's related to us." He said as Elise nodded.

"Ok... I'll wait until then. Be careful." She said as they kissed a bit

"I always am." Spider-Man said as he ran off, with them watching a bit while John began to call them.


	13. Fight for the Past

_**First they ignore you, then they laugh at you, then they fight you, then you win. - Mahatma Gandhi**_

_**Future Neon City - Oscorp- Time: 1:38 PM**_

_**May 30, 3016**_

Spider-Man 3016 continued to fall from story to story of the building while trying to stop himself by shooting webs as quickly as he could, until he was actually able to catch himself from falling by shooting one out of luck and swung through a window, falling as he hit his head on the ground hard and rolled around a bit while he lied there for a bit until he got up while holding his head from the pain.

"He won't get away with this... I'll be sure of it!" He said as he looked around the symbiote tendril filled office. "King! Can you hear me? King!?"

**"Yeah, I'm here Burton, don't worry too much! Carnage told me everything, but I'm not gonna let that bother me!" **Spider-Man said while he ran.

"That's good, but listen, we need to head back into the portal room as quick as possible! Because if we don't, then the entire space time continuum will be destroyed or even worse than that, Carnage will learn to control Toxin and take over the universe as if it's his own personal ball park!" Spider-Man 3016 said as Spider-Man nodded.

**"You got it Burton! I got the Venom Symbiote from there in the first place, the fight against Carnage, and Toxin being formed in, and THAT'S where EVERYTHING will end!"**Spider-Man said as Spider-Man 3016 smiled.

"We're thinking alike now!" He said while Spider-Man smiled a bit.

**"Took dying once, a few crap beatings, and truth, but yeah! We are now!" **Spider-Man said while laughing.

"No kidding!" Spider-Man 3016 said as he looked up to where he was was and through a window, seeing the still out of control Toxin 3016. "Alright Mr Ugly... it's time we finish this!" He zipped from the window and barged right through it, catching Toxin's attention rather quickly. "Alright your ugly ass bloke! Come at me! I'm right here, your OWN personal punching bag!" Toxin 3016 screeched loudly, making Spider-Man 3016 ran as fast as he could, to which it followed in rage. "Alright, I got it following me! Now just make it follow you on your end, once there, reverse the polarity in the portal! I'll give you step by step instructions on how to do it once your there!"

**"Got it! It's time we end this!" **Spider-Man said as he ran quickly.

_**Neon City - Oscorp- Time: 1:36 PM**_

_**May 30, 2016  
**_  
Spider-Man ran through the hallways to find an exit, until he found the out of control Toxin barging through the walls with it's tendrils and fists, destroying parts of it while more debris fell, and decided to caught it's attention by it shooting a web at it, which was successful as the symbiotic beast screeched loudly while the tendrils became more out of control and began to destroy more of the building.

"Yo big guy! I'm right here!" He yelled as it charged at him and hit him while they both began to fall out of the building, to which Spider-Man was under it and quickly got out of the way as he zipped to a flagpole and grabbed onto it while he watched the large symbiote trying to get up while it roared. "C'mon fat boy! I'm right here!" Toxin saw him and finally got up by using its tendrils and began to follow him again while he swung away and looking around at the heroes and soldiers. "Guys! I found a way to stop him! But I'm gonna need soldiers willing to volunteer to help me stall for time to shove this thing back into a portal at Oscorp! Anybody interested?" As he said this, one soldier took off his mask, revealing to be Alexander, and rose his hand.

"You can count me in!" He yelled as John, with Micheal and Elise following him, along with a few others, to which they regrouped on the streets, along with the heroes as Spider-Man landed in the middle of the ground and looked at everybody.

"Alright guys, listen up! I know I'm not a part of S.H.I.E.L.D or this Fury guy you guys known, but I need you guys to follow my orders to stop the symbiotes so we can stall for time so I can stop this thing from destroying the city along with everything else! Neon City and the entire WORLD depends on this!" Spider-Man yelled as everybody nodded. "Alright; Cap, you focus on the ground and give the command down here to stall the symbiotes while Toxin here is let in, alongside Mrs Red Head here, Mr Ninja guy wearing green and yellow tights, Mrs attractive ninja girl, Mr stretchy guy, dudes wife, and Luke!" He said as he pointed at Black Widow, Iron Fist, Electra, Reed Richards, Mr Fantastic, Sue Richards, Invisible Woman, and Luke Cage.

"Got it! We'll do it! Let's go team!" Captain America said as they ran to the symbiotes.

"Good!" Spider-Man said as he looked at Iron Man. "I need people to stay in the sky to stop any symbiotes, flyers and on the ground from attacking me at Oscorp alongside Cap! Iron Man, Human torch, Spider woman version of me, Moon guy, Mr Robin hood, and red guy with horns, think can you do that?" When he said this, he was referred to Moon Knight, Hawkeye, and Daredevil.

"I can't believe I'm taking orders from a kid who's so much younger than me." Spider Woman said, as she wore a similar version of Spider-Man's costume, making Iron Man chuckled a bit.

"Well believe it princess, we have no other choice since this 'kid' knows what the hell he's doing." He said as he nodded at Spider-Man. "Consider it done kid, let's go team!" He flew into the air along side The Human Torch, Moon Knight, Spider-Woman and Daredevil as they got onto the rooftops around Oscorp.

"Alright, this is good! Now Thing and Hulk!" Spider-Man said as he looked at the two giant men, for there was a bit of a silence until he smiled at them. "Do what you guys do best in this entire thing...Just keep on clobbering and smashing these things to your hearts content!" When he said those particular words, the two giants smiled widely.

"Well thank my Sweet Aunt Petunia! It's clobbering time!" Thing yelled as he ran toward more symbiotes as he began to slam and punch them while it sent some away, while Hulk jumped away to another group of symbiotes.

"HULK SMASH PUNY BEASTS!" Hulk yelled as he smashed symbiotes all around alongside The Thing, including smashing them into the ground and into buildings.

"Alrighty then! John and Mr... whatever your name is!" Spider-Man said as he pointed at John and Alexander, trying to pretend he doesn't know him. "You're with me then! Everybody else, resume your posts and help the heroes! This is our last chance to stop Toxin!" They saluted to him as they ran off, with Elise walking to him.

"You make a good leader." She said as Spider-Man rubbed his head a bit and the hair coming out of his mask.

"Hey, if it's for the city, I gotta." He said as she lifted up his mask a bit and kissed him.

"Good luck, you'll need it." She said as Spider-Man nodded and looked at John and Alexander.

"Alright guys, follow me!" He ran inside Oscorp while Toxin ran through the symbiotes and heroes, knocking them down as they either got up and attacked, or struggled with a symbiote, but Elise was knocked down by a symbiote trying to get her and make her a host, but it was taken off by a grappling hook and beaten in the face, for she saw who it was that did it, revealing to be Felicia Hardy; The Black Cat.

"F-Felicia." She said as Black Cat smirked and helped Elise up.

"Hey, I'm not about to let my friend get taken over by one of these things!" She said as she back handed another symbiote while Elise grabbed her gun and began to shoot at them, hoping to stall the symbiotes for a good amount of time, while Spider-Man, John Jordan, and Alexander ran through the hallways.

"Burton! I'm heading over to where the portal is!" Spider-Man said as they heard roaring behind them, seeing it was Toxin filled with uncontrollable rage. "And our little Time Storm of a monster is following us!"

**"Alright! I'll meet you there, it started there..." **Spider-Man 3016 said as he was till being chased by Toxin 3016.

"...and it's gonna end there!" Spider-Man said as they ran faster to the portal room while being chased, hoping to end it all once and for all.


	14. Save the Future

_**The most useful form of time travel would be to go back a year or two and rectify the mistakes we made. - Matt Lucas**_

_**Neon City - Oscorp- Time: 1:58 PM**_

_**May 30, 2016**_

Spider-Man, John and Alexander made their way to the portal room as they looked around the room, still looking the same as it was before.

**"...And once you get to the control panel, just search for the portal polarity engine, put in the code; 61864, and you should be good to go! Is the portal or panel still intact?"**Spider-Man 3016 asked.

"Yeah, it still is thank god!" Spider-Man said as he ran to a control panel and began to type as quickly as possible. "Alright Burton, I made it! Now I just need to put in the code to start the reverse polarity! And Burton? In case things go for the worst, I HAVE to say now, and only now, that it's been one heck of a fun ride!"

**"Have faith King! This'll work It absoultely HAS to!" **Spider-Man 3016 said as he was still being chased by Toxin 3016

"Let's hope your right! Cause this theory is all we ha-" Spider-Man said until he was interrupted from talking for he was suddenly grabbed by a tendril and thrown across the room, seeing it was Toxin once again while it roared loudly, with purple waves and tears made of light were created. "Oh great! Looks like the time destroying baby arrived!" Both John and Alexander began to shoot their guns at Toxin, with it having little to no effect, but did catch his attention as it swung it's tendrils around the area, to which the three dodged with a quick dodge roll. But when Spider-Man dodged, he was quickly grabbed by a tendril again and slammed him onto the ground and ceiling, while it was about to claw him, until John took out his pistol and shot it at Toxin, stunning it as Spider-Man shot a web ball into it's face and zipped quickly to the control panel again and began to type quickly.

"Die you freak!" Alexander yelled as he tried to shoot his gun at Toxin, but was quickly thrown away by a tendril, making him hit the wall while Toxin was about to stab Alexander with a tendril, but used it to quickly snag Spider-Man away from the control panel.

"Oh you're no fun!" Spider-Man yelled as he quickly recovered by shooting a web at the ceiling and swung onto Toxin's head and began to punch it quickly, until it grabbed him with it's claws and threw him away onto the ground, near the panel, and tried to run to it until he was grabbed again and thrown away from it.

_**Future Neon City - Oscorp- Time: 2:00 PM**_

**_May 30, 3016_**

Spider-Man 3016 was suddenly thrown by Toxin 3016 into the room containing the portal, until he got up and saw the symbiotic life form roaring loudly.

"Yeah yeah, I hear ya! Don't need to scream about it ya bloody bloke!" Spider-Man 3016 yelled as he began to quickly type as possible on the control panel on his end, while Toxin 3016 began swinging it's tendrils at him, successfully hitting him away from the control panel and attempting to hit him with it's claws, until Spider-Man 3016 quickly dodged the claw attacks and started to shoot web balls at him, stunning it while it shot spiked tendrils at him. He saw this and made him quickly dodge them as fast as he could until he zipped to the panel and typed more, officially activating the portal as it glowed orange. "King! I just finished putting up the portal! How are things on your end?"

**"I'm trying to put it up all I can, but Mr Toxy here ain't letting me!" **Spider-Man yelled while he kept dodging then tendrils.

"I'll try to stall for time until you do that! Just hurry, things are going bad here!" Spider-Man 3016 yelled as he kept dodging Toxin's tendrils and claws while he began to see more and larger cracks of light around him, signifying the universe is at the end of it's rope. "Scratch that! It's starting to get REALLY bad here!

**"Really? How bad are we talking?" **Spider-Man asked.

"Oh you know, just time and space really close to being destroyed! Nothing too bad that wouldn't make HURRY THE BLOODY HELL UP!" Spider-Man 3016 yelled as a claw came toward him and hit him against the ground. He got up and began to run around while tendrils coming out of Toxin attacked out of control, with some he quickly dodged out of the way, while some of them hit him and began to slam him into the ground until he grabbed one, threw one out of the way, and began to run as fast as he could while shooting webs at it..

**"OK! I'm trying all I can! Just give me a bit of time, and I'll figure out a way to get past him!" **Spider-Man yelled while he dodged tendrils.

"Well the crackling of the world being destroyed and me nearly crushed says otherwise!" Spider-Man 3016 yelled as he ran as fast as he could while trying to not get crushed by some of the now extremely large tendrils and not get his by it's claws. "C'mon you ugly bloke! You can aim better than that!" Toxin screeched while swinging more tendrils.

**_Neon City - Oscorp- Time: 2:02 PM_**

**_May 30, 2016_**

Spider-Man tried again to zip to the control panel, but was kept from doing so by being interfered by Toxin's tendril as it threw him to the ground, to which he quickly recovered and started shooting web balls at it, only for the webs to now be absorbed and started to swing its claws and tendrils quickly, hitting him until got up and he began to see cracks of light around the area, now getting larger than ever while it was around Neon City for some of the heroes noticed it.

"There's no way I can get past Toxin without getting his attention, even if I try... now what?" Spider-Man asked while he saw John still shooting at it, and then at Alexander who was behind Toxin, trying to recover from the attack, to which he got an idea and snuck to him as quickly and quietly as possible, to which caught his attention.

"Hey Spidey... Don't worry. I'm alright. I can still fight." Alexander said while smiling, but Spider-Man shook his head.

"Alex, I need your help on this." He said this, to which Alex started to look at him in question.

"Wait a minute...How do you know my name? I never told you..." He said as Spider-Man shook his head, sighed, and took off his mask, revealing Ken's face for the sight shocked Alexander greatly for he didn't expect it. "Ken King... you're Spidey?" He looked down a bit in thought, for he now saw a connection between him and Spider-Man, and looked at him. "So... all that sudden amount of strength... all of that meant you were..."

"Listen to me, we don't have much time to talk about it... but I need you to do something, and you're the only one who can." Ken said as he pointed at the control panel. "John is distracting that beast called Toxin, and I surely can't get near it because it senses my Spider sense since a part of me was bonded to it before this thing happened... but YOU...You on the other hand; it can't sense you. What I need you to activate the reverse polarity engine of the portal on the control panel, so I can send it right back into where it came from." Hearing it made Alexander shake his head.

"B-But why me? What makes you think I can do it? I'm nothing LIKE you!" Alexander asked in worry. "I'm not the one with powers of a spider, fire, or wearing a suit of armor! I'm just a guy!"

"Alex, look at you! You were the captain of the High School Football Team! I know you can do it. Didn't you once say that a single man CAN change anything? I may have powers and you don't, but a single person is all that it takes" Ken said as Alexander looked at him for a bit and nodded.

"Alright... What is do you want me to do?" He asked while he prepared his gun.

"There's a certain code that's required to open up the reverse polarity on the portal, just put in 61864. It's nothing to hard, don't worry. But do this, and I can send this freak away once and for all!" Ken said as Alex got up and looked around.

"Alright, I'll do it! Just watch over my back!" Alex said as he snuck to the control panel.

"Huh... Ironic, isn't it?" Ken asked as he put on his mask, becoming Spider-Man, and ran to Toxin. "Yo! Fat man! I'm right here!" Toxin looked down at him and swung a tendril at him, making him quickly dodged them along with John shooting at it with his new rifle he got from S.H.I.E.L.D, while Alexander snuck to the panel and looked at the control panel for a bit until he put in the code.

"Let's just hope he's right on this!" He said quietly as he entered in the code, making the portal glow orange and smiled a bit. "KING! IT WORKED!" He yelled that, which caught Toxin's attention while it looked at him and roared loudly. "Uh oh..." As it was about to swing a tendril at him, Spider-Man swung into it's face and began to punch it in the face as quickly as he could and kept shooting webs as much as possibly to it's feet, stopping it and kicked it's face, knocking it down for a bit.

"Burton! I... WE got it working! It's now or never!" Spider-Man yelled as he shot two webs at the ground and began to pull himself back.

**"Right!" **Spider-Man 3016 yelled.

**_Future Neon City - Oscorp- Time: 2:05 PM_**

_**May 30, 3016**_

Spider-Man 3016 then swung away, and then back as he punched Toxin in the face, it knocking it down to the ground and he shot two webs at the ground and began to pull himself back as well, while at the same time the cracks began to get larger with quantum energy spilling out and started to make 3016's costume, made of an unbreakable cloth, rip slightly.

"READY?!" Spider-Man 3016 yelled as Spider-Man kept himself steady from doing what he's doing..

**"READY! ON THREE! ONE..." **Spider-Man yelled while they gripped the webbing more.

"TWO..." Spider-Man 3016 said as they were prepared to let go.

"THR**EE!" **They both yelled out as they let go of their feet on the ground and kicked both of the Toxin's in the portals of their own times, causing a giant flash of white light to come out of them while it glowed brightly. "Let's hope **this works!"**


	15. Sacrifice of an Amazing Man

**_Great achievement is usually born of great sacrifice, and is never the result of selfishness. - Napoleon Hill_**

**_Neon City - Oscorp - Time: 2:05 PM_**

_**May 30, 2016**_

Outside of Oscorp, still had all of the heroes fighting against the symbiotes while it was leaving craters all around the site while they kept hitting, blasting, and slashing through the army of symbiotes, until one stopped fighting with others following as a white blast came out of the building and began to destroy each and every other symbiote in the area, leaving them in the place of civilians, looking around wondering what really happened.

"Man... I guess that kid really DID know what he was doing." Daredevil said as Electra and Black Widow walked up to him and nodded, while Hulk looked around and began to calm down while returned into his normal form; Bruce Banner, while Iron Man looking up at the building.

"That kid... he's a hero alright." He said as he smiled a bit, while inside the portal room, Spider-Man looked at the portal for a bit for he preparing himself if something unexpecting was about to come out, until he sighed and sat down on the ground.

"Man... I'm glad all of THAT is over with..." He said as while took off his mask, revealing Ken's now sweaty and still beat up face, removed the sweat from his forehead with his forearm, and looked at Neon City, seeing it was symbiote free and the invasion was finally over. "I-It's all back to normal... no more symbiotes, no more Carnage or Venom... no more of it.. it's over!" He smiled as Alex and John walked next to him, held out their hands while he accepted, and pulled him up as they looked at the site while smiling..

"Look at that Ken... you did that." John said as Ken smiled at him, Alex, then at the group filled with heroes and S.H.I.E.L.D soldiers.

"I never did it..." He said as he closed his eyes and looked over his shoulder at the portal. "..WE did it. Together." They all chuckled a bit while Alex rubbed his head.

"Hey King?" He asked as Ken looked at him. "I just... wanted to say sorry for all of... You know." Ken shook his head and patted Alexander's shoulder.

"The past is the past now Alex. All that matters is that it's over." He said as Alex smiled a bit.

"So... friends then?" He asked as Ken nodded while smiling, and the both of them shook hands.

"Yeah, friends." Ken said while they looked until they heard two bodies dropping, making them look for the portal spit out both Venom and Carnage, leaving them on the ground as he prepared himself. "I guess we're not done yet."

**"I-I had it... HAD IT ALL!" **Carnage said as he got up and looked at Ken in hatred. **"You destroyed it... EVERYTHING! I HAD IT ALL RIHT IN MY HANDS, AND YET I STILL LOST IT!"**

"Ironic, isn't it? Your 'weapon' just fought back against you." Ken asked as he smirked, to which angered Carnage. "Carnage, you might as well stand down. You can't win at this rate."

**"Don't give me that petty crap!" **Carnage yelled as the symbiote began to form tendrils around him. **"I'll hurt you... I'll SLASH you... I'LL KILL YOU!" **He quickly swung a tendril in complete rage at Ken, for it threw him to the side and against a wall, making him groan a bit in pain while slouching a bit.

**"King! What's the matter? My Neon City isn't looking like it use to!" **Spider-Man 3016 asked as Ken tried to get up, but couldn't for he was too hurt after everything that happened since the beginning of the adventure, finally catching up to him while some of the wounds reopened, making him bleed again.

"Yeah, I'm dealing with something right now and it's not looking good... I-It looks like... Carnage is still back... and let's just say he isn't happy!" He said while he looked at Carnage, seeing he made his fingers longer and sharper.

**"It's time I finish this... ONCE AND FOR ALL!" **He yelled as he prepared his hand and was about to stab Ken, but John ran as fast as he could and jumped in front of him, taking the stab and hitting him in the heart while Ken waited for the stab himself, but never came while he kept his eyes were closed, until he opened them and saw John with wide eyes, seeing him impaled while he coughed out blood.

"N-No..." Ken said silently as John looked at Ken in the eyes and smiled a bit.

"W-...Watch out... for her.." He said as Carnage lifted up John with the finger blades still intact and threw him to the side while Ken looked in shock and tears began to form in shock and anger.

"JOHN!" Ken yelled in rage as he gripped his fists in anger and harshly punched Carnage square in the face for it stunned him, and began to punch him more in the face in sheer anger until Carnage tripped over a group of metal barrels that contained metal pipes as it fell over, causing soundwaves and made the Carnage symbiote screech while he and small tendrils swung around until he accidentally swung one of it's claw on a wire, making it spark and making the symbiote then caught on fire.

**"N-NO! I CAN'T DIE LIKE THIS! NO! NO! I WON'T GO OUT LIKE THIS! I'LL GET YOU KEN KING! YOU HAVEN'T HEARD THE LAST OF M-" **Carnage yelled as the fire spread while the symbiote screeched and the tendrils shaking faster than before while it got on the floor and it's body wailed around until he suddenly stopped moving, showing Carnage died alongside it's host; Cletus Kasady, while Ken watched that just happened in shock, but it was quickly removed as he ran to John.

"John!" He yelled as he keeled over and held John by the head, trying to support him, and saw the incredibly deep wound Carnage made onto him. "I-I'll get you to some medical treatment! You're going to be fine! I'll get you some he-"

"No..." John said as he opened his eyes a bit and looked at Ken for a bit until he smiled. "I'm not going to make it... you know that..." He coughed a bit more blood as Ken shook his head quickly in denial.

"No... NO NO NO NO! Don't you DARE say that! What about Elise?! S-She needs you John! You're her father, you're all she has left!" He said while tears formed more, and John smiling more.

"Ken... It's ok... I'm not the only family she has left...She has you..." John said lowly as he began to cry a little bit. "It's all ok... I promise... Just... please...promise me one thing in return..." Ken looked at him in the eyes as best as he could and nodded.

"N-Name it..." He said as John began to breath heavily, showing the wound was finally catching up to him.

"...Watch over Elise for me... She loves you, very much... and I want her to be happy...And for you to be happy... You're meant for each other..." He said as Ken nodded while sniffing.

"I-I-I promise..." He said as he started to break down a bit, trying his best to keep in together.

"Y-you were... like the son I never had... you did so many things for this family... and now... it was time I did the same... Thank you... Ken... King..." John said as he closed his eyes slowly and his body going limb, leaving Ken in tears as he loudly screamed at the top of his lungs in complete anger and rage, catching everybody near Oscorp off guard. He looked at John's dead body quietly as he grabbed his mask, put it on for became Spider-Man, and picked John up by putting him in his arm while he began to walk out of Oscorp, leaving Alex staring at him. After carrying him for a bit, went through the front door and saw all of the heroes looking at him while he walked, with Elise looking who he was carrying, to which she gasped in shock and sadness.

"N-NO! D-DAD!" Elise yelled as she began to cry while Micheal and Black Cat tried to comfort her, and Spider-Man putting John's dead body onto a police car, staring at it in regret, and began to walk away from the site in sadness.

"Kid... what happened in there?" Hawkeye asked while Spider-Man remained silent and swung away from the site until landed onto a building and looked around, seeing the streets no longer filled with the symbiotes.

"How about it now Burton? Anything?" Spider-Man asked.

**"Yeah... the city is returning back to normal... setting it into timeline back from before." **Spider-Man 3016 said while he looked through the window and watch the symbiotes returning back to people walking on the street, and seeing the symbiote plagued city now filled with life as walked away from the room and to the top.

"Ok... but now we have two sets of history now, knowing which one is which. Do think that'll make us... I dunno, CRAZY now or something?" Spider-Man asked as 3016 chuckled a bit at that comment.

**"Crazy? Have you looked into a mirror with what we wear? We both wear skintight outfits and fight criminals and bad guys for free." **Spider-Man 3016 said as Spider-Man sighed a bit.

"Ok... Crazy-er then." He asked as Spider-Man 3016 shrugged.

**"In all seriousness... not even I know... but I guess all that matters is that our times are returning back to normal... and that would also mean our chrono connection will no longer exist since the symbiote invasion here never existed in my time." **Spider-Man 3016 said as he was now on top of Oscorp, seeing the symbiote plagued city returning fully back to what it was before.** "Thank you Ken King... for all you did. If it wasn't for you and your... bravery, it wouldn't be like this again. It was nice to team up with the original Spider-Man that started it all."**

"And thank you for saving my life before and helping me as well. It was nice to team up with a future Spider-Man, really." Spider-Man said as he smiled a bit.

**"Goodbye... Ken King... Until we meet again... I wouldn't mind teaming up with you again." **Spider-Man 3016 said as he then jumped off the building and began to swing away while yelling in thrill, while the chrono connection disappeared, cutting of their contact for good and left Spider-Man alone.

"Yeah... same." Spider-Man said as he swung back into his apartment, put on clothing and swung back to the site as Ken King and walked to Elise, to which they looked at each other for a bit then hugged tightly as she began to cry heavily while Ken petted her head in comfort. "It's ok babe... It's ok..."

"W-What happened in there? H-how did this happen?" She asked with her cracked voice until she cried more, leaving Ken in thought.

"I...I don't know... I don't even know the answer myself..." He said while he looked at John's dead body while the Police, Citizens, and heroes mourned in his death, for Neon City lost one of the greatest men alive.


	16. Looking Toward the Future

**_Let the wife make the husband glad to come home, and let him make her sorry to see him leave. - Martin Luther_**

**_One week later_**

**_Neon City - Daily Bugle - Time: 11:08 AM_**

**_June 6, 2016_**

_**It was about a week now since all of those events, and everything began to return back to normal. Nick still had what remained of the new Venom Symbiote, but they're making sure he doesn't escape this time. It's also nice that S.H.I.E.L.D and the other heroes helped rebuild Neon City after the symbiote invasion like The Fantastic Four, Iron Man, the other Avengers, heck, just about everybody. After all of the events, Oscorp disposed of the portal; knowing how dangerous it is in the hands of people like Carnage Things did return to normal... except for me and Elise... since we all lost John that day.**_

Ken walked down the office that he called his job, until he looked at their secretary; Holly, a girl in her twenties and had black hair, to which she looked back and smiled.

"Hey Kenny, here to see Mr Jameson?" She asked as Ken nodded. "He's in his office, go right ahead."

"Thanks Holly..." Ken said as he went into his office to see J Jonah Jameson, a middle aged man with black hair along with having grey on the sides and a toothbrush mustache, while he was with one of his employees; Robbie Robertson, for he was a middle aged African American man with white hair, while they were talking.

"I'm telling you that Spider-Man saved this place. Heck, if it wasn't for him, we couldn't be here as of right now." Robbie said as Jameson brushed off what he said.

"Bah what do you know? Were you there when it happened? No? Didn't think so!" He said as Robbie looked at him.

"And you were?" He asked as he looked away, only to see Ken with them as it caught Jameson's attention. "Hello Ken, it's good to see you."

"Same to you Robbie..." Ken said quietly and sadly, which caught Robbie's attention, but not Jameson's.

"King! Do you have the pictures of the battle site?" Jameson asked as Ken nodded.

"Yeah, I do..." He said as he took out the photos and put it on his desk, to which Robbie looked at in impression.

"These shots are great Ken!" He said Jameson looked at them and smirked.

"Robbie! Make them front page! Spider-Man causes Alien Epidemic: Is he who we think he is?" He said as Ken sighed a bit, to which caught Jameson's attention. "You got a problem with that King?"

"Well I...No.. it's fine. Can I just get my paycheck and clear out...? I'm not much of one in the mood right now..." Ken asked as they looked at him, in which Jameson did a 'buzz off' signature, letting Ken walk off, with Robbie following.

"Ken, are you ok? You don't seem like yourself, unlike last year." Robbie asked as Holly got up as well. "What's wrong? You can tell us if you want... You're not only just our employee and our best photographer... but our friend. You can trust us."

"Yeah, are you ok? Did something happen? We'll listen to whatever your dealing with and do the best we can to support you." She asked as Ken shook his head.

"Thanks... And yeah, something did happen... During that invasion my girlfriend... Elise... her... her father died last week... John Jordan." He said as Robbie and Holly's eyes widened a bit.

"Jordan? The very same Jordan that was killed and also daughter?" Robbie asked as Ken nodded.

"Yeah, the very same..." He said as they looked at him in sympathy.

"Oh man... that's sad... I'm sorry for both of you." Holly said sadly. "I wish there was some way to help you guys." When she said this, Robbie reached into his pocket and took out his wallet.

"I do." He said as he took out a one hundred dollar bill, to which surprised Ken.

"Robbie... I can't take this. This is your money." Ken said as Robbie shook his head.

"Yeah, it is. It IS my money, and I can do whatever I want with it. And I'm using it for you. Besides, you two need it more than I do. Use it to help support the both of you at the very least, or take her out somewhere. She would like that, right?" He said as Ken looked at it and accepted the offer.

"Thanks Robbie... this means a lot to me." Ken said as Holly wrote down his paycheck and gave it to him, along with a twenty clipped to it.

"Here, I think you needed this?" She asked as Ken accepted it.

"Thanks guys... really. T-This means a lot. You didn't have to do this." He said as Holly smiled a bit.

"Kenny, don't worry about it. Just enjoy it and be with her." She said as Ken looked at them and nodded.

"T-Thanks guys... really." He said as he walked, with both her and Robbie watching.

"He's a good kid, he deserves a bit of a break after everything that happened for the past year and a half." Robbie said as Holly nodded in agreement.

"Yeah... he does." Holly said while smiling at him. "He deserves a girl in his life, and a girl deserves somebody like him."

_**Neon City - King Apartment - Time: 12:02 PM**_

Ken walked inside his apartment as he saw April; his mother, sleeping on her bed soundly asleep, to which he closed the door for her, then at Elise while she sat on the couch, thinking for a bit while listening to the radio a bit.

"Hey... are you ok?" Ken asked as he sat next to Elise, to which she nodded her head.

"Yeah, I am... I-I just... really miss him is all..." She said as Ken held her hand and looked at each other.

"I know... I know..." He said as she hugged and put her head on his chest, to which he began to pet he head a bit in comfort, making her sigh a bit happily for she felt comfortable and safe. "I'm here for you Eli... always."

"Thank you Kenny... I love you so much...You're all I have left..." She said as Ken smiled a bit.

"I love you too... And I'll be there no matter what." He said as Elise looked at him and smiled a bit, until she stopped by remembering something.

"Anyway... didn't you say that... when everything was over, we needed to talk about something? About us?" She asked as Ken looked at her for a while, then nodded a bit while blushing.

"Are you sure you're well enough? I mean, we can talk about it another day." He asked as Elise nodded her head and sat normally.

"Yeah, I think I'm well enough... What is it?" She asked as Ken got up.

"W-well..." He said until he took a deep breath, gathering himself a bit. "We've... been together for nearly two years now, and known each other for more than ten years. Ever since what happened with Lucas, it made our love stronger, along with Kingpin, Nick, Carnage, and more importantly, wearing the symbiote that changed me horrifically. And I know now... I don't want to lose you... which is why now... after so long and putting so much thought into this, I feel like I'm ready to do what I'm about to do... John gave this to me on the day we graduated, saying it was from your mom before she died." He then got on one knee while he held her hand, leaving Elise speechless and shocked while she tried not to cry in happiness and covering her mouth with her other hand, for she knew what he was doing, and took out the engagement ring. "Elise Jordan... Will... Will you marry me?" Once he asked this, she officially lost control of trying not to cry as she nodded her head quickly

"Yes! Yes of course I'll marry you!" She said in happiness as they hugged each other and kissed passionately while Ken put the ring on her left ring finger, making her smile happily. "..I love you Ken King."

"And I love you..." Ken said as they hugged more until they both looked at each other lovingly in the eyes. "...Elise King."

**No matter what the risks are... nor the situations I'm in, I know I'm no longer alone in fighting. I always have people to help me fight... heroes, soldiers, cops... and even the people who loves you the most. They protected me this time... and I'll protect them, and have the philosophy of an wise man spread... that With Great Power, Comes Great Responsibility... and I'll keep fighting for that... as The Magnificent Spider-Man. **

**_(Ending theme: __ watch?v=C1FTE-5ebhQ)_**

**_The End_**


	17. An Offer (Extra Chapter)

**_For every beginning, there is an end, and with every ending, there is a new beginning. - The people/world_**

**_Three Days later_**

**_Neon City - King Apartment - Time: 7:02 AM_**

_**June 9, 2016**_

Inside one of the apartment rooms, held the newly engaged couple; Ken and Elise King. They both slept on their bed, sound asleep while they cuddled and smiled happily, until a knock was on their door, waking only Ken up as he saw Elise sleeping next to him, making him smile a bit.

"Man... I've never seen her this happy before. She looks... so beautiful sleeping like that." He said quietly until he heard the door being knocked on again, making him lose his concentration on her, quietly and carefully getting out of her grasp, and put on his clothes after leaving the bedroom. "Keep your pants on, I'm coming!" He walked over and opened the door, seeing Colonel Nick Fury; Director of S.H.I.E.L.D in front of it. "Oh... hey! Never seen you before."

"Are you Ken King?" He asked as Ken nodded. "Then you must also be the hero Spider-Man, right? The same that stopped that invasion?" When he asked this, Ken's eyes winded a bit from wonder.

_"How in the world does he know this, and me?" _He thought until he shook his head a bit. "Now what makes you think a guy like myself would be Spider-Man?"

"Kid, I'm a part of S.H.I.E.L.D and have a billion dollar agency at my disposal. You think I can't follow some nineteen year old kid like yourself swinging around the city wearing Blue and Red pajamas everywhere he goes?" He asked as Ken rubbed his head.

"Er... Maybe?" He asked as he chuckled alongside Fury and opened the door wider for him to enter through. "Alright... You got me Mr Spy dude, I am who you think I am. But do you want to come in to talk about this.. in privacy?"

"I prefer that just that thank you." Fury said as he walked in and looked around the apartment. "...A bit of a place you got here. It's not just you here, right?"

"Yeah, just my mom and... Fiancee. Nobody else really." Ken said as Fury sat down on the table while he grabbed a glass. "Do you want a drink while you're here?"

"Just a water, thanks." Fury said as Ken began to fill up a glass full of it until the door to his bedroom opened.

"Kenny?" A voice asked as it opened more, revealing to be Elise while she looked at Ken, then at Fury while she looked at him in question. "Who is this?"

"Yeah... I never asked that." Ken said as he looked at Fury. "Who ARE you really?"

"I'm sorry for not telling you." Fury said as he relaxed a bit. "I'm Colonel Nick Fury; Director of SH.I.E.L.D. I'm here to talk to your... Fiance about something."

"I... see." Elise said as Ken gave Fury the cup of water and sat down in a chair, with Elise sitting next to him.

"So..." Ken said while he looked at Fury "..What is it you want to talk about? If you had to come here in person, then it had to be serious."

"Yes, I'm here to make an offer." Fury said as he put his hands on the table.

"An offer huh? Ok, I'm listening." Ken said as he began to listen, along with Elise.

"With what you and your friend Felicia Hardy did nearly two weeks ago, you both seem worthy of being a part of S.H.I.E.L.D. In fact, S.H.I.E.L.D wants YOU to be a part of it." Fury said as they looked at him in surprise.

"Really?" Ken asked as he looked at Fury. "And why is that exactly?"

"Kid, with all that stuff you pulled off, you were requested in by the officials. Besides, you'd make a great addition to the team if you joined. We would need your skills to defend the world if there's any threats." He said as Ken looked down with Elise looking at him and holding his hand. "I'm not forcing you to be a part of it, but we would really appreciate your support."

"This just... seems a bit sudden is all." Ken said while Elise held his hand more.

"Whatever choice you make, I'll give you one hundred percent of my support." She said as Ken looked at her for a bit.

"Are you sure? What about things such as the wedding? I want to get it ready as soon as possible." He asked as Elise smiled a bit and shook her head.

"Don't worry about it too much. I can wait if it has to be delayed." She said as the two smiled at each other.

"If that's really all your worried about kid, then I'll be sure to let you be in service until it's done." Fury said as Ken looked at him and thought a bit more.

"And...If I joined, would my family get a bit of safety from world threats with S.H.I.E.L.D, correct?" He asked as Fury nodded.

"As much as possible, yes." He said as Ken looked at Elise, to which she nodded, then he nodded at him.

"Alright, count me in. I'll do what I need to to protect people from things like Carnage." He said as Elise held his hand while putting her head on his shoulder, along with Fury nodding a bit.

"That's just what I needed to hear." Fury said as he got up and smiled. "I'll see you until then, Spider-Man." He was about to leave, but was stopped.

"Hey... it's not just Spider-Man..." Ken said as both Elise and Fury looked at him. "...It's...The Magnificent Spider-Man."

**_~The End~_**

**_~New Marvel: The Civil War~_**


End file.
